Rise
by Fifekun
Summary: Sequel to "Bittersweet" And "Turn Around" If you're lost, you'll have to read those first in that order. A deal making demon is terrorizing this reality. He's messing with the lives of the hurt and the weak...What happens when he messes with the lives of the heroes of Manhattan, especially when Sophia Vincent is finding it hard to forgive!
1. Introductions

She ran as fast as her little legs could carry her, feeling the heat of the explosions behind her. Her world had just gotten even scarier than normal; not even her Daddy was holding off very well against the yellow guy's dark magics.  
Running past a corner, the little girl gasped when she saw a couple of new monsters just past the building...they were looking for the shiny…

Backing away, the girl looked around quickly for an escape route...however, the baddies saw her.

"THERE!" One of them yelled in a distorted voice, pointing towards the young one.  
The little one whined...and quickly took off once more, whimpering as the baddies got closer. She had to run...she had to run!  
"Aah!"  
The young one found herself tripping on the ground and landing hard, looking upwards and whimpering. She clung her little stuffed racoon tightly, looking as though she might cry…

Out of nowhere, long shadows came out and pinned the monsters to the ground, a figure landing in front of the small child. The figure growled in anger, PUNCHING the creatures away, and quickly looking behind him.  
"Quick Lexi! Run!"

"...Tosan…" The little one whimpered, looking scared.  
The figure only struggled with his enemies, a snarl coming from his mouth and his visor narrowing in a glare.  
"Stay...AWAY from her!" He roared, using his extensions to rip apart one of the monsters...only to have three more come barreling for him.

"Tosan!"  
"Lexi!"

The little one known as 'Lexi' whimpered, turning quickly as a caped man ran for her making circular motions with his hand, allowing an energy wave to hit one of the monsters.  
As soon as it did, the man quickly picked up Lexi and looked towards the other figure, grimacing.

"Steven! Take my daughter and GO!" the other man snarled, struggling with the monsters. "I must know where they took So- GAH!"

"Tosan!" Lexi whined, the man who held her quickly turning and running for a sheltered area.  
Kicking in the door to one of the ruined buildings surrounding himself, the man growled and gently set the girl down, making strange motions with his hands.  
Lexi looked around helplessly, looking back towards the door, a look of terror in her eyes when she heard her father outside yelling in pain.

"Tosan!"

"Alexis!"  
The little girl found herself being picked up and looked towards the other man in fear. He gazed back at her firmly. "I know you're scared. But the only way to save our existence is to do exactly what I say."  
"...Demo…"  
"As soon as you get there, Look for me." He gave her a little notepad. "And don't stop for anything! Look for me!"

"THERE THEY ARE!"

The caped man gritted his teeth and quickly put a necklace around the child...before he made a motion with his hands…  
….and all went white...

***LL***

The cool winter air...the slowly setting sun…  
The absolute CHILL that Becky felt, looking at the memorial lights of 9/11.

"...Does it make sense if I say it's so haunting, it's pretty?" She asked, leaning against one of the walls that held the monument of Lady Liberty. "I mean...the memories it holds...but the fact the shadows refuse to be forgotten…" The woman blinked, looking towards the man beside her.  
"I'm sorry, I'm spouting off, aren't I?"

"Not at all." Steve replied, smiling back at her. The man looked back towards the lights that illuminated the skies of Manhattan; Signaling a tragedy that he had missed.  
"If we don't remember the past, and learn from our mistakes; History is doomed to repeat itself."

"Mary says that a lot." Becky replied, looking back towards the horizon. "She's certainly well read."  
"I tend to agree with that." Steve looked towards the girl beside him. "So, now that the Ocean Liner is out of the question...what do you have in mind?"

The woman looked down for a moment, a distant look on her face...what now?...What happened next? Did she try to do what she did before?  
Try something new? Stay safe?...or maybe…  
"...I really don't know. If I knew the future...I'd be doing everything to get to my place…"

"Don't rush it, Becky." Steve replied, placing a hand on hers. "Enjoy the present...You never know how quickly the future will come."

Becky smiled at her fiance, and looked back towards the darkening sky. "How's your research going?"  
"Slow, actually." Steve replied, continuing to watch the night sky before him. "Ever since the attack from Loki, things have been been basically a rollercoaster ride."  
"Judging the fact where you're originally from…" Becky looked over and smirked. "I doubt you know what a TRUE rollercoaster feels like."  
Steve chuckled. "After fighting an army of aliens? I think I have the basic idea."

Becky laughed at the statement, putting a hand to her face. "Touche...so...You think Stark's going to lay low for a while?"  
"...Becky...This is STARK we're talking about."  
"...Right...big, bold, and loud."

Steve chuckled and wrapped an arm around the girl. "You hear from your friend yet?"  
"Well Faith's in and out of sickness…" Becky turned and smirked. "But I hear our other friend is on the way."

***SM***

"Hey Aunt May." Peter greeted, coming into his Aunt's room with some coffee and a small biscuit...hopefully she'd be able to keep something down this morning. "How are you feeling?"

"A bit peckish, to be honest…" Aunt May replied, smiling warmly at the sight of her nephew coming it, yet again to help her through the day. "Thank you Peter." She cooed, taking the coffee and the biscuit from him.  
"No problem Aunt May." Peter replied, sitting in a chair next to her bed. The past four years...particularly this last year, had been really hard on her. She was slowing down...and it had been a nightmare trying to take care of her and shoot pictures of...himself for the bugle at the same time...

He had survived High School...practically everyone he knew except for Harry and Gwen had sailed off to the colleges of choice.

He had a duty to Aunt May...not that he minded; it ment that he could keep playing the hero. Get Spidey Pictures...Ah...who was he kidding…  
Spiderman...WASN'T as big anymore...not when the Avengers had saved the ENTIRE CITY from an alien invasion. And the Jolly one telling him to take pictures of Tony Stark...wasn't that glamorous...

"Um...hey, I just wanted to let you know that...I have an interview today with the Allen Corp Science division internship, later this week with Allen Corp business." Peter informed, smiling lightly. "If I get this job, we can have more income than just me shooting for the Bugle."

"Oh how wonderful…" Aunt May replied, reaching for her nephew's hand, who gently took it. "I heard that the Allen Corp CEO is choosing outstanding interns for permanent hire...Lillian V. was it?"  
"Yeah, that's what I heard...I was kinda hoping it was going to be someone else, to be honest...but I'm going to do my best to get that job, Aunt May."  
"I know you will dear. With that brilliant mind of yours, you can do anything."

"Thanks Aunt May." Peter got up and handed her the wireless phone. "Remember, if you need me, please call me?"  
"I will Peter. You go get that job…"

Peter nodded...and softly headed out of the room looking down slightly. Seeing Aunt May sick like this...was really pulling on his 'adult' strings...even though he was just BARELY turned 20…  
Shaking his head clear from the worry, Peter ran down the stairs and headed out of the door, checking his bag.  
Resume, notebook, phone, extra web shooters…

It looked like he was all set!

RING!

He gasped and quickly fumbled for his phone, quick to answer it. "You've got Peter."  
"Mr. Parker? This is Lesslie Gustine, I wanted to inform you that the two scientists that you'll be interviewing with today are on the 'B' side of the building."  
"B side, got it. Is there anything I should bring?"  
"Just make sure you bring everything instructed...and be mindful of your surroundings."  
"Aw comon, it can't be that bad could it?"

***

"Mr. Parker, we've been expecting you." The secretary greeted, taking up a clipboard and looking towards the youth. "Ms. Lillian told me to hand you off to the scientists, should they be busy; and right now our top scientist is pretty absorbed in his work."

Peter smiled at the secretary and nodded, adjusting his good shirt. "Understandable. I hear Allen Corp is the top green facility in New York."  
"In the Country." The secretary corrected, motioning him to follow her, walking down the hall and looking over his resume. "Since Ai Rosalynn's death, Miss Lillian V. has been doubling production and has made Allen Corp triple in size." She looked towards Peter, smiling. "There's even rumors that she's thinking about setting up an Allen Corp in Japan, if she finds favor with Mr. Tsumetai."

"Awesome!"

"Very." The secretary finally came to a large door and placed in a code. "Now He's very fussy, so please keep your comments short and to the point. I'm not sure if his assistant is here yet; but if he comes in, he'll be reviewing the process."  
"That's perfectly fine." Peter said, watching the door open and following the woman inside. "I'm always open to seeing new -...fac...es.."  
Peter's jaw dropped wide as he came into the room...coming face to face...with…

"Ah Mr. Parker, I presume. So nice to see you."

Peter completely stopped walking when he saw Dr. Octavius turning towards him and placing his hands together, looking the boy over for a moment. His mouth went dry...and time stopped.  
Otto Octavius?! WHY was HE here?! Why was he...WORKING...a normal job?...and acting...NORMAL!?

"Y-You're….You're Doctor-"  
"Octavius, yes. A pleasure to meet you." Dr. Octavius walked over and held out his hand for the youth.  
"Octopus!"

There was a tense moment of silence between the three, before the Secretary looked towards the scientist. "Dr. Octavius, I'll leave him to you. I'm expecting a call from Officer Brice about the upcoming meetings for Ms. Lillian V."

Otto looked towards the secretary and nodded lightly. "Yes of course, I'll be standing by." he informed, placing his hands behind his back and looking back towards Peter...who looked like he was looking at a ghost.  
"Now then Mr. Parker-"  
"You're Dr. Octopus! HOW are you-"  
"Mr. Parker I apologize, but I do not associate with that name any longer." Otto replied evenly, a calm look on his face. He turned and picked up the notepad that the secretary had left for him and looked over the information provided.

"...Do the police know you're out of Ravencroft?" Peter asked, putting up a hand slightly in question.

Dr. Octavius was silent for a short while, a strange look on his face for a moment. "Of course, Mr. Parker. But that is beside the point. Let's continue with your interview-"

"Does SPIDERMAN know you're here?"

Otto sighed heavily, reaching up and adjusting his glasses, before he turned towards Peter, a serious look on his face. "Mr. Parker," he replied firmly, a very small glare in his eyes. "We are here to discuss your possible internship here at Allen Corp; Not to discuss my past misdeeds."

"R-Right….Right, sorry…" Peter replied, putting up a hand lightly in surrender. "Please continue then, Dr. Octavius…"

Otto cleared his throat and turned, motioning the boy to follow. "This way Mr. Parker."

***MH***

The jet gilded gently as it came closer to the ground...and made a perfect landing. It then made its way towards one of the private terminals...where Jackson Brice was waiting. The man waited at the main window, watching as the jet got closer. This was definitely a moment that he had never seen coming...in fact everything that had happened the past four to five years had completely turned his life around.

He was sporting a pristine security uniform, and was being looked up to by four cops behind him, who were also waiting on the incoming plane.  
NEVER in his life would he have thought that he would become a leader...of justice.  
Faith had become his wife and had already had their first child; a son, properly named 'Jackson Jr.' Heh. She had pretty much demanded that she have free range on naming their second child...which was currently on the way.

Jackson, or as he still liked to be known as 'Montana', smiled lightly as he thought of everything he had…  
...And he had this person to thank…  
"Miss. Vincent." Montana greeted, standing at attention, as his officers did as the figure came out of the door and into the terminal. "Welcome back to Manhattan."

Sophia Vincent looked over, taking notice of Montana...and smiled. "Jackson. You're looking well."

"SOPHIEEEEE!"

Sophia turned, and winced sharply as one of the other officers practically BOWLED her over, embracing her in a TIGHT hug. "HOWS MY FAVORITE BIG SISTER?!"  
"UGH! Mark!...Mark let go of me, you moron!" Sophia had to force herself NOT to laugh as Mark Ryder smothered her with tender brotherly affections. "Let GO! I can't BREATHE!"  
After a moment, the officer finally let her go...though his other two brothers, Justin and Dennis, practically had to PRY him off of her.

"Let go, you idiot!" Dennis scolded Mark. "You're EMBARRASSING us!"

"Hey Sophie." Justin greeted, giving Sophia a more gentle hug, to which she returned. "How was your plane flight?"  
"Long." Sophia replied, setting her one carrying down and turning to face the officer. "Make Mark carry that, would you please?"  
Justin smirked. "No argument there." he chuckled, watching Sophia approach Montana.

"Jackson" Sophia greeted, holding out her hand, to which he took firmly. "How's Faith? Are you treating her well?"  
"Yes Ma'am. She's doin' very well, though Junior is givin' her a run for her money." Montana replied, letting off a slight chuckle.  
Sophia laughed softly. "I believe it. I can't wait for our dinner tonight, there's so much I want to catch up with her on."

"Oh believe me, we have so much to share with you." Montana took out something from his wallet and showed her a picture of Faith with a small two year old little boy, who was sporting Montana's hat, which was FAR too large for him. "Fay has been eager to show you the little guy."

Sophia smiled affectionately and took the picture from him, looking over it in approval. "He's a handsome little guy...so good looking...just like his mother." The woman looked towards Montana and smirked, to which he chuckled lightly.

"So...think you made the right choice?"  
"Yes ma'am...I know I made the right choice."

The two began to walk down the hall, the unlucky Mark Ryder grabbing Sophia's bag as the rest of the officers followed.  
"Now Officer Brice, I can't begin to stress the...risks I am taking by coming to Manhattan." Sophia stated, taking out her smartphone and looking over the headlines that were simply raving about Spiderman's recent achievements...as well as STARK'S achievements...as well as Spiderman's absence during the alien invasion two years ago. It didn't help that ANOTHER invasion happened not long afterwards, thankfully handled by the Justice League of all things…  
Looking towards Montana seriously, the woman frowned lightly. "I want you to know that I'm willing to hear out your reports on our 'special' lab team...But I don't want either of them knowing I'm here."

"Understood boss." Montana replied with a nod of understanding. "Though I want to let you know about Octavius'...episodes."  
Sophia paused looking towards Montana with a concerned look on her face...before her look seemed to get somewhat...cold. "What do you mean, 'episodes'?"  
"Well-"

Montana didn't get to finish his sentence, because as they turned the corner, a tall dark skinned man was waiting in the area. He looked pointedly towards Sophia, and the woman scoffed.

"Fury!" She greeted semi-sarcastically. "I don't recall inviting you to the party." she said with a smile, approaching him and holding out her hand, which he took.  
"Sophia." Fury greeted, glancing towards Montana and nodding slightly in acknowledgement, to which Montana only nodded back. "Before you start lecturing me, I need you to look at something."

"Wow, I JUST landed and you already need my help." Sophia muttered, following him down the stairs, Montana and the Ryder brothers following. "What did Stark screw up THIS time?"

"Actually, it revolves...mostly around you."

Sophia stopped walking and looked confused, raising an eyebrow. "Me?"  
"We got high readings of high frequency energy slamming close to Allen Corp laboratories earlier this week."  
"Surely my scientists were merely testing their experiments?"

"Unlikely...considering this happened on a Sunday."

Sophia looked interested...when she took over Allen Corp, she had made it a requirement for everyone except for Security to take Sundays off, much like her friends at Chick-fil-A and HL…  
...So WHAT...would go off on a Sunday?

"There's one more thing...the energy had a striking resemblance to your bat screech."

Sophia looked up, a stunned look on her face. "...That makes no sense...I JUST landed...and NO ONE can mimic my screech!"

***MH***

The streets of Manhattan were filled with people...the hustle and bustle of the city left much to be desired...though, this city looked different from what she was used to.  
It seemed...distant...even though there were SO MANY people here!

Lexi stood in the middle of the sidewalk, watching all of the people walk around her. Some people noticed her...most did not.  
The little girl clutched her racoon doll and held onto her little teal parcel, a soft whimper escaping her. Daddy was in trouble...and that caped guy was depending on her to find...well...him….

Letting off a small noise, the small child started walking down the street among the people...her little necklace giving off a small glow as she disappeared into the crowd.

***Disclaimer***

RISE! RISE! RISE IN REVOLUTION!

THUS IT BEGINS! Reveiws will give you new chapters!


	2. Reunions

***AC***

"The experiments on the plant solar panels are so far at 75%; and we'll see if they react well with reflected light as well as direct light. Also all of the applicants have been reviewed, the favorites being Ms. Lewis, Ms. Spatz, Mr. Davis, and Mr. Parker."

"Parker…" Sophia typed at her computer at her desk, glancing to her phone that she currently had on speaker. "Would his first name happen to be Peter?"

"Yes Ma'am" the voice over the speaker replied. "Doctor Octavius had a small...incident with him, but ultimately Peter Parker was marked as one of the brightest minds of the 15 youths interviewed."  
"...I see…" Sophia stopped typing and folded her hands together, looking thoughtful for a moment. "Send me reports about the other three, and go ahead and hire Mr. Parker." She replied, taking out a notebook and writing something down. "Tell him that I would like to meet with him this afternoon. If he can't make it this afternoon, ask him if he's available tomorrow."

"Oh- You're going to hire Mr. Parker without screening him? That's...unlike you, Ms. Vincent." The voice sounded surprised. "Why don't you talk to Dr. Octavius and get his opinio-"  
"No." Sophia replied firmly, looking towards the phone a dark look shadowing her eyes...before she looked back towards her computer. "...There's no need to get Dr. Octavius on this...I know Peter Parker personally...He'll be an excellent choice."

"OH! So you know Mr. Parker! Ok, that makes better sense." The person paused for a moment. "Would you like me to have those files delivered to you?"

Sophia was silent for a moment, glancing towards the picture on her desk. The picture was of her and Otto Octavius...visiting the 9/11 memorial. It was literally the day before the accident at Tri-Corp…  
...He looked so beautiful...she looked so happy.  
...it had been the day she had given him her butterfly necklace...pledging her-

Sophia shut her eyes...and took the picture, putting it face-down on the desk.  
"No...Have Personality deliver them to me...and...and make adjustments to Octavius' paycheck."

"How much?"

"...I dunno...add 5K to his monthly...And prepare those reports for the upcoming meeting. Ms. Lillian will be making an appearance on the radio and I need to ensure all of those reports are up to date...I need to go." Sophia hung up the phone and put her head in her hands. For a moment, she tried to force her thoughts to get BACK on her work. Work...just think about work...Just think...about...work…  
After a few moments, Sophia finally looked at her computer, a hardened look on her face.  
Just think about work...don't think about it...don't think about him…

***HH***

"DAAAAAADDDDDYYY!"

Montana smiled widely as he shut the door and kelt down as a toddler went barreling for him at full speed. The little boy latched himself to Montana's leg and giggled, making the man chuckle deeply.  
"Junior! You're gettin' strong, boy!" Montana remarked, reaching down and taking the young boy by the arms and throwing him into the air, before safely catching him.

"Higher Daddy! Higher!" the little boy clapped, enjoying his father's attention.

Montana only chuckled and draped the boy over his shoulders like he was carrying a bag of grain, proceeding into the abode and looking into the living room. "Fay, what have you been feedin' this kid?" He asked, making the woman look up and smile. "He's gettin' heavier EACH DAY!"

"Oh you know. Peas...Carrots...Broccoli." The woman carefully got up, holding her enlarged belly and letting off a sigh. "Unlike his FATHER, who has to eat a steak practically EVERY meal."  
"What can I say?" Montana replied, setting the boy down and wrapping his arms around Faith. "I'm a carnivore. And when he grows up, he'll be out eating me."

"Well thank goodness you have a good paying job." Faith mocked, before tenderly kissing her husband. After a moment, Montana broke away and rubbed her belly, a grin on his face, before turning and heading towards the kitchen.

"So, did you get any new orders from Sophie?" Faith asked, rubbing her head. "I was more than a little embarrassed about cancelling our dinner plans…"  
"You got nothin' to be embarrassed about." Montana replied, taking out a pizza box from the refrigerator and setting it on the counter, being mindful of the toddler at his feet. "Boss knows you're carrying. Besides, you need to be getting as much rest as possible."

"Yeah, and all of that resting is only making JJ more energetic." Faith paused and looked to the side for a moment...before looking back towards her husband.  
"Jack...we had...an incident today."

"Whatd'ya mean?"

"...I got on the Subway with JJ...and someone confronted me." Faith held her arm slightly, a wince on her face. "...he...he said 'Shocker's going down.'.."

Montana paused, looking up and narrowing his eyes at the pizza box on the counter...before turning towards Faith and gently taking her arms. "...Did he lay a hand on you or Junior?"  
"Well no...but he glared at us through the entire train ride." Faith took his arms back, wincing. "Thankfully Steve and Becky joined us later...but...it scared me."

Frowning, Montana looked to the side, watching Jackson Jr playing with his horsie on the kitchen floor. His grip slightly tightened on Faith...but not enough to hurt her.  
The past four years had been a dream come true with Faith...he had become a completely new person...a husband...a father...and even a brother to some.  
But with the ones that he had left...he was a traitor...a fallen...a threat.

Letting off a breath, Montana looked up. "Fay...it may be a good idea for you to...stick with your sister...or ta...hang around Allen Corp...or…"  
"Jack...you know I have to stay with JJ." Faith looked to the side for a moment. "And Lizzy's...fixing to go on tour. Maybe I can always talk to Sophie. She's good at this kind of stuff."  
"Even so, Flyin' Fox can't watch your back all the time…" Montana glanced towards Faith's stomach and frowned. "And You're...vulnerable right now...you can't use any of the moves I taught you."

Faith rested her head on Montana's chest, allowing his arms to wrap around her protectively. She watched the toddler come over and hug her leg, mistaking the moment for a family hug. Gently caressing her son's hair, she let off a sigh.  
"...I say talk to Sophie...we need to figure out a way to protect JJ...and his baby sibling…"

***TS***

The padding of her feet could not be heard...but she could hear her own stomach.  
...she was so hungry...she hadn't managed to grab her little backpack before the caped guy had sent her here.  
She only had her racoon and her umbrella.

...she wanted her mama dearly…  
She wanted to be in her daddy's arms...with mama back from the scary yellow guy. Then they could be together again. They could cuddle again...she could play with her daddy's red sunglasses...she could eat from her mama's soft hands.

….gggrrr….

Lexi whimpered and put a little hand to her stomach, a small whimper escaping her. The little one looked up at the hundreds of people who were passing her.  
No doubt her small voice would not be heard. Watching the people around her, Lexi hugged her racoon and began to walk once again, towards the area with more trees. It looked more inviting.  
As she walked, she passed strange looking people…

But the more she walked into the trees, it became slightly quieter. Was this a park? It was nice…  
….splash…  
Lexi paused her walking and looked over towards the water...was that big green thing...moving?  
The child slowly approached the railing...something green was moving in the water. It had an orange thing on it...not far behind it, another green thing went by...this one had a purple thing on it…  
The child tilted her head, confused when they stopped and noticed her. She only blinked…

"...Kame…" She cooed lightly, hugging her little animal to her...before turning and continuing to walk. She needed to find the caped guy...maybe he would have food-  
WWEEERRRR!  
Lexi screamed at the sound of a firetruck blasting it's horn. The sound traveled across the area, making her quickly take off, running as quickly as her feet would carry her.

The yellow guy...it HAD to be the yellow guy! She had to run! She had to-

"UGNH!"  
"Ow!"

Lexi fell back, landing on her back, dropping her racoon and her parcell. She whimpered, tears coming to her eyes. That hurt...that hurt…  
"Oh dear!"  
"Are you ok, honey?"

Someone knelt by her and put a hand on her. Lexi sniffled and looked up...seeing a slender older man with a pointed nose kneeling by her, while a more stout middle-aged man with glasses walked up beside him, looking over the little one in concern.

"Are you ok my dear?"

Lexi's eyes quickly snapped open...and she scrambled to sit up, looking up at the two men with wide eyes. For a moment, she looked confused...before she looked around her. "...Tosan?...Tosan?" she asked, pushing herself up and looking around like she was searching for something. She seemed to notice that she had dropped her racoon and her parcel and quickly scooped them into her arms.

"Adrien, do you see her parents?"  
"I barely noticed her come up, Otto. Maybe she's lost."  
"My dear, where's your mother?"

Lexi gasped and looked up, quickly looking around. She looked towards the two men before her once again...but she only looked confused. Had she heard him?...then WHERE was he!? "...Tosan…" She turned and quickly ran off. "Tosan!" she called, looking like she was looking for someone.

"Wait- Where's your parents?" Adrien stood, watching the little girl run off. Letting off a sigh, he got up from the bench and handed Otto his ice cream, turning the corner. He gasped when he could no longer see the child. "How...did she?"

"What happened Adrian?" Otto asked, looking concerned. "Did she find her parents over there?"  
"I'm not sure, when I turned the corner, there was only people there." Adrian looked towards Otto, turning and walking back towards his friend. "Maybe she found them before I could get to her."

"I certainly hope so." Otto handed Adrien his ice cream and glanced in the direction that the small girl had disappeared. "Of course...perhaps she was scared of...us…"  
"I doubt it, Otto." The older man looked over towards his stout friend, sitting back down on the bench. "Everything we left behind happened four years ago...that child was no more than 2…"

"A fair observation." Otto put his own ice cream down, letting off a small sigh. For a moment he was silent, pondering on his position. "...Adrien...It will be February in a few short weeks…" The scientist pursed his lips...and he looked towards his friend of many years.  
"...I'm not sure how I can handle the upcoming holiday."

Adrien took a bite of his ice cream, looking thoughtful. For a while, he couldn't really say anything. There was no way he could understand the pain that day brought him.  
He had been there...but he had been out cold. One moment he was entering a gang war...the next thing he knew, he had been escorted into an armored vehicle with a torn down Otto.  
The man slowly looked towards his friend. "...I suppose...the best way to block the pain...would to be work."

"We haven't even received next month's schedule." Otto replied, a very faint frown on his face, looking back towards his cup...which he ended up throwing away. "...I can't guarantee...that I can hold myself together."  
"...Do you honestly believe that Sophia would want you thinking like that if she were still alive?"  
"...I suppose not." Otto let off a soft sigh, looking upwards towards what horizon they had in their view. He could see the outline of the Allen Corp building from here. Everything that had been given to him already was undeserved...he didn't deserve ANY of this. "I just wonder to myself...how happy she would have been knowing all of her hard work paid off."

Adrien put a hand on Otto's shoulder, offering his friend a smile. "I'm sure she knows, Otto. She's probably looking down on you and smiling at all the good you've done. Look at all that Allen Corp has become...and we're apart of it!" He looked upwards. "I never even properly met the woman...and for her to expose Osborn and win the rights to my invention...and then give it back to me…"

"She was always like that." Otto sighed, messing with a jagged piece on his keychain. "She was always by the book...always doing things the right way…"  
...RING!...  
Otto paused and took out his cell phone, looking at the screen, before answering it. "Hello Officer Justin. What can I do for you?"  
"Dr. Octavius, I've been informed that the CEO is holding a meeting in the laboratories and will be doing a demonstration for her dignitaries." Justin came over the line. "She's asking some of the Scientists to-"  
"Oh, Adrien and I would be more than happy to come back as quickly as possible." Otto said, glancing towards. "We should be back within the hour-"

"Dr. Octavius, we're letting you go."

Otto's heart suddenly stopped, a wave of fear hitting him. "...S-...Sir?"

"You're not needed for the rest of the day." Justin continued. "All of the scientists are being released for the day so the presentation can be held. We'll expect you bright and early in the morning though. There's talk that the interns will be selected by then."

Feeling a sudden wave of relief hit him, Otto put his thumb and forefinger to his head. He let off a breath and nodded. "Yes-...Yes of course, I understand. Do be careful tonight Officer Ryder. Presentations still have their risks after all."  
"Of course. Oh, make sure you stop by your bank today. You had been approved for a raise by the representative who's taking care of Ms. Lillian's business."  
"A raise? Oh my goodness...I-...I don't deserve-" Otto started.

"I have to go. Mr. Stark is here to try and smooth talk our representative. Make sure you approve your funds, Dr. Octavius." Justin said, before he hung up.

Otto was silent, before putting his phone down, looking stunned. Another raise...he couldn't really complain...but it was overwhelming. He had only been with Allen Corp for 3 years…  
"Otto, is everything ok?" Adrian asked, looking concerned.  
"...yes...yes of course." Otto looked up, standing. "Um...Apparently the scientists aren't needed for the rest of the day. We have the rest of the day to ourselves."

"Huh...strange...it's like they WANT us out." Adrian commented.

***AC***

"For the LAST time. My answer is NO."

"Oh come on, Vincent." Tony Stark played with one of the many trinkets on Sophia Vincent's desk, steadily pacing back and forth in the room. "I mean, sure, my flight tech is awesome, I'm not going to lie. Though the tech flight that your scientist created could be really useful for-"

"Mr. Stark." Sophia sat at her desk, eye twitching as the billionaire paced around in her office. "Tech flight is not mine to sell."

"Sure it is. You have the rights to it." Tony turned, making a motion with his hand. "And you practically own the scientist himself, don't you? Doesn't the boss pay your scientists handsomely? He should be honored-"

"Whatever happens to Tech Flight will be decided by Adrian Toomes." the woman growled from her desk, folding her hands and glaring at Tony. "The boss pays him for rights to experiment on his technology and to develop technology that can further the environment."  
"...Well couldn't that happen faster if you allowed the tech genius himself to fiddle with it?"

Sophia stood up, SLAMMING her hand to the desk. "MR. STARK! I only allowed this meeting because I thought for ONCE you would be thinking about business and not about building your egotistical empire!"

Tony pondered the statement for a moment, and made a motion with his hand. "Well my business COULD technically be considered an empire-"  
"Mr. Stark." Sophia walked around the desk and marched over to the door, opening it wide and pointing out. "Kindly get OUT of my office, before I contact my security. He can be a bit of a Shocker."

"Well I mean, couldn't you handle me yourself? Not hiding behind some-"  
"OUT!"

Tony shrugged and mosied out of the office, not before taking a mint from her desk.

Sophia watched him leave the office, arms crossed and a groan leaving her throat. She couldn't stand that guy. He was such an ego trip. He thought he was the greatest thing since potato chips...He was an absolute-  
The woman paused when she noticed the figure waiting in a chair by her door, looking spooked by the interaction he had just heard.

Peter Parker looked at her, a strange look on his face. He watched the man head for the elevator and disappear behind the door. For a moment he was silent, before he looked back towards the woman.

"...Ms...Ms. VINCENT?! You're in New York?!...Was that Tony Stark?! Just how MANY people are you connected with Ms. Vinc-"

Sophia quickly scurried over to him and put a hand to his mouth, looking to the side to see if anyone was coming down the hall. For a moment she seemed to be listening for something, before she let off a slow sigh, letting go of the youth and making a motion to him.  
"In my office, Mr. Parker." she ordered, turning and walking back into the room.

Peter scrambled up, grabbing his bag and quickly going in with her. She closed the door and locked it behind him...before looking towards Peter.  
"...How much of that did you hear?"

"Well...none of it, truthfully...not until you opened the door…" Peter shook his head and put a hand up. "You're back in New York! You said you didn't want people knowing you were alive and you were going back to Neva-"  
"I had also said that it was a possibility that I would see you again." Sophia turned to face him, placing her hands behind her back...and smiled. "...It's so good to see you again Peter."

"It's-...It's great to see you too Foxe- Uh-...Ms- Ms. Vincent." Peter replied, holding out his hand to her.

Sophia was silent for a moment...before she smiled and gently wrapped his arms around him in a gentle hug.  
Peter was taken aback for a moment, but finally smiled and gently hugged her back. For a moment, no words were needed...they had been reunited as friends and possible colleges...well...more like him working under her.

The business woman slowly let go of the youth and walked over to the desk, sitting down. "So...let's talk about your schedule."

"Schedule?" Peter looked surprised. "Wait- I'm supposed to meet with-"  
"I am Allen Corp's top representative." Sophia replied, resting her chin on her hands and smiling. "If you're still wanting the job, it's yours. We just need to discuss schedule and rules."

Peter watched Ms. Vincent for a moment, stunned at the suddenness of the situation. He had been completely prepared to give almost an entire SPEECH as to why Allen Corp would be better off with him on their team…  
...and she totally derailed his train!

He smiled widely at the businesswoman before him. "Well...how does ASAP sound?"  
"Wonderful! I expect you coming in bright and early tomorrow. Though I'd like to discuss the rules at my favorite coffee shop." Sophia smirked very lightly. "Welcome aboard...Spidey."  
Peter smirked and crossed his arms. "Happy to be here...Foxey."

***SW***

The air was calm...for Manhattan at least...but the presence that was lingering in the atmosphere.  
...before the air was suddenly disturbed...and went back to normal.

She opened her eyes from her meditation...and looked up lightly, feeling a pulsing deep within her. Standing, she calmly walked into the inner chambers. Releasing a lever, she watched as the relic slowly appeared...the green light inside of it pulsing...almost as if it was alert.

Making a motion with her hands, she managed to look at one scene...before it ended on it's own. She had been forced out...yet the light continued to pulse. So...only one could answer this message…

***Disclaimer***

OK...you have NO IDEA the research I did through this, and I can NOT understand a certain timeline that includes one of the characters in this.  
So...Basically any continuity errors will just have to be accepted as an AU; all things considered I'm using SPECTACULAR Spiderman instead of MCU Spiderman. (Besides, the Spiderman Baddies are better in Spectacular)

SO! I will attempt to be as accurate as possible, however, this is the joys of making a crossover universe.


	3. Lexi

***MH***

He stormed for the main Allen Corp building, a sneer on his face. He held a paper in his hands, stating his unwelcome presence within a 50 mile radius...but he didn't care. He LIVED here!  
And he was NOT taking orders from HER!

Rex Ryder burst into the lobby of Allen Corp, gritting his teeth in anger. His sudden entrance made the secretary quickly stand, looking spooked.

"S-Sir is there a problem-"  
"Sophia Vincent!" He snarled, marching up to the desk and slamming his hand down. "Now!"

The Secretary flinched and slowly reached under the desk, pressing a hidden button on the desk. "Sir-...I don't know anyone by that-"  
"DON'T PLAY STUPID I KNOW SHE'S HERE YOU WORTHLESS-"

"Mr. Ryder!"

The man felt someone grab the back of his shirt and pull him away from the desk, looking into the angry eyes of Montana. The cowboy officer sneered and held the man away from the secretary. "You are NOT authorized to be in this BUILDING, much less be within Manhattan at this time!"

"That's a load of crap!" Rex Ryder snarled, reaching up and BACKHANDING Montana's hand away, reaching for the officer.  
Montana quickly responded by slide kicking the man to the ground and grabbing his wrists, forcefully pulling them behind the man's back and gritting his teeth. "Orders from the TOP, hoss! I SUGGEST you leave, NOW!"

"Jackson."

The officer glanced behind himself, seeing Sophia walking down the stairs, a stern look on her face. The woman slowly made her way over, as the building's security began flooding the lobby.  
"At least allow our guest to state his business."

"You know EXACTLY why I'm here, you little witch!"  
Rex got himself up and turned to face Sophia...however, Montana grabbed his arm, a dark glare in his eyes. Rex didn't pay attention to Montana, he was seething at Sophia. "You arrived, and now I can't get ANYWHERE without being screened by some COP!"

"You were a cop once." Sophia replied evenly, placing her hands behind her back and narrowing her eyes. "I'd expect you to understand and follow the rules."  
"Don't you DARE talk to ME like that, you useless piece of TRASH! I'm your FATHER!"

 _Don't remind me._  
Sophia frowned, making a motion with her hand. When she did that, Montana and a few other security officers got around Rex, ready for a possible take down.

"Now...Mr. Ryder." Sophia frowned. "I understand the restraining order requires you to not exceed 50 miles of myself...I also understand that you LIVE in Hoboken, which makes it difficult for you to completely honor the statement." The woman frowned, seemingly unphased by the death glare from the man before her.  
"So I am willing to propose an agreement. Since I will be here representing for Allen Corp for a few months, You are welcome in the city...but not in Allen Corp."

"He ain't allowed in Allen Corp to begin with." Montana muttered, slightly cracking his knuckles.

"That is a piece of-" Rex started, before Sophia turned and headed for the door.

"Jackson, I have someone to meet for breakfast. See to it that Mr. Ryder is escorted out of the building and departs in a different direction than me." Sophia ordered, walking out of the door.

Montana watched Sophia leave, before looking towards Rex, crossing his arms over his chest. "You heard the lady. Out."

Sophia sighed lightly as she walked away from the Allen Corp building. He never changed...if anything, he got WORSE than when she was a child.  
His anger...his violence...his nasty habit of drinking...his favoritism for his sons vs her.

...His ultimate crime that had never been proven…

"Ms. Vincent!"

Sophia paused and turned, seeing Peter Parker crossing the street hurriedly to get to her. "Morning Ms. Vincent...you ok?" Peter asked, looking like he was trying to straighten his tie.

The woman smiled, shoving her thoughts of malice away and turning to face Peter. "Don't you think that outfit is a bit...formal, Mr. Parker?" She asked, crossing her arms and grinning. "I mean...red and blue seem to be your colors...not black and white."

Peter rubbed his head, knowing EXACTLY what she was referencing to. "Uh well...considering this is supposed to be my first day, Aunt May wanted me to look...nice."  
"It suits you...a little anyways." Sophia smiled and turned, continuing to walk. "Have you had breakfast yet, Mr. Parker?"  
"Not yet."  
"Good. I'm buying."

They walked a ways, listening to the sounds of the city, and allowing the morning routine to take effect. Even though it was early, Manhattan was already buzzing with people getting ready for the day. It was like any other day...minus the severe wind that was messing with everyone's hair...jackets...papers.  
Heck, there went someone's briefcase papers right now!

"I'm glad to have you apart of our team, Peter." Sophia said, continuing to walk down the streets of Manhattan. "As soon as Lesslie told me that we were needing new representatives for the company, I immediately thought of you."

"I appreciate the opportunity, Miss. Vincent," Peter replied, walking beside the woman, the coffee shop slowly coming to sight. "It has been ok shooting for the Bugle; but getting into college, most of my studies will be Science related."

"Which is one of the many reasons why your the perfect candidate for this internship!" Sophia placed her hands behind her back, smiling lightly as she walked. "That...and I know I can trust you."

"I'm honored to have you say that Foxe— Uh— Mi-Miss Vincent." Peter quickly corrected himself.

Sophia smirked in his direction as she walked. "You call me that at work; and you are so fired." She threatened with a teasing voice.

Peter rubbed his head, a small chuckle escaping him as he followed Sophia. He had never in his wildest dreams thought that the one he once fought crime beside would become his new boss. Albeit, he was just an intern...but the hope of becoming full time with the Allen Corp of Manhattan, with a MUCH higher pay so he could help take care of Aunt May….certainly made him happy.

"Um...speaking of which...do you intend...to…"

"Not really. This is your jurisdiction," Sophia replied, looking at her phone briefly to check the time. Still early...but anything could happen in the span of an hour. "If I do end up...being in action; it will only be in pure emergencies." The woman looked towards Peter and smiled. "After all, I'd hate to steal your thunder."

Letting off a chuckle, Peter shook his head. It was...actually NICE to be able to talk about his double-life as SpiderMan with someone. It certainly HELPED that Sophia was the Flying Fox over in Nevada. Still...he had to wonder…  
"Um...just curious….have you been ok since getting here?" He asked sincerely, glancing over to the woman who was looking at the messages on her phone. "I mean...last time you were here-..."

The young man paused when Sophia stopped walking and winced sharply. _Peter! You have SUCH a big mouth!_  
"I mean- Sparks isn't as big as New York City, right? Surely after coffee I could...give you a refresh tour of Manhattan?" Peter got no response and winced again. "Uh-...I live in Queens, I could always show you around there?...Miss Vincent?"

Sophia didn't respond for a short while...her mind was on Valentine's Day 4 years ago.  
...The sounds of fighting...the yells of anger...His dark eyes…

 _THIS IS WHAT IT IS FLYING FOX! FACE IT!_

Sophia narrowed her eyes only slightly, and she loosely balled her hands.  
. _...Otto…._

"Ms. Vincent….Hey...I'm Sorry...I didn't mean to-" Peter was cut off when he practically got SMACKED by a side wind. MAN with the weatherman said it was going to be super windy, he MEANT it! It was a good thing he wasn't swinging through the city as SpiderMan at this moment.

Sophia paused and turned, quickly placing a hand on Peter's shoulder to make sure he was ok. However, before she had a chance, something softly slammed into her leg.  
Pausing, Sophia looked down, seeing a tiny teal parcell with a little stuffed racoon tied to the handle at her feet. A few feet away, what looked like a very small little girl was running towards her, hands outstretched as though running for the small parcell.

Peter looked up as the small girl ran towards them, and stopped only a few feet away. She had the biggest emerald eyes, and she looked no more than two years old...MAYBE three!  
Her brown hair was extremely short, though even it was having a hard time in the wind of Manhattan.

Sophia picked up the parcell and stuffed animal gently, before taking a few steps towards the child, smiling softly and kneeling to be less intimidating to her. The child paused for a moment, and looked into Sophia's eyes…  
For a moment, all was still...  
...For some strange reason...Sophia felt a rush go through her. As though something about this child...made her want to embrace her.

The woman shook the feeling away, and once again smiled softly at the toddler. "Here you go, honey...be more careful." She said, allowing the child to take the parcel and little animal from her.

The small girl looked at Peter and Sophia for a small moment, looking up with her large curious eyes...before she let out a cute giggle and hugged Sophia's leg. She nuzzled the woman and closed her eyes, cuddling against Sophia. "...kaasan…" she cooed, giggling.

"Aww, She likes you!" Peter smiled, kneeling and patting the little girl on the head, who squealed in delight.

Sophia chuckled lightly and slowly stood, looking around for the parents of this little one...AH. Not too far away a small family stood, with a stroller for two babies and a small little boy with them. Patting the girl's head, Sophia turned the girl around and pointed in the family's direction.  
"Go back to Mommy and Daddy, honey. The city's no place for a cutie like you to be wandering around."

The small girl blinked, watching the family before her...before she started to take little strides towards the kids, watching how they played. Was it over? Could she play with other kids now?

Sophia and Peter watched the little one toddle towards the family, and when she was close enough, Sophia turned and began walking again.  
Peter was silent for a while, making sure the woman took notice of the little girl, before following Sophia towards the coffee shop on the other side of the street.

As they continued on towards their destination, the small girl looked back towards Sophia and Peter. For a moment she watched the world around her, seeing all the people walking to and fro...before she turned and followed them.  
All was gone...she had forgotten who she was looking for. It didn't matter anymore!  
"...kaasan...kaasan…" she hummed lightly, her little feet softly padding against the hard pavement as she followed their path.

***

"Tell me how your Aunt is doing, Peter." Sophia invited, sitting down at one of the tables in the cafe and taking a slight sip of her coffee, and taking a bite from a piece of fruit from her bowl. "I enjoyed our sit down when I met her. She's a lovely woman."

"Yeah she is." Peter agreed, sipping his frappe and taking a bite of the quiche that Sophia had bought him. "I don't think I've met anyone more kind hearted than my aunt. She loves everyone." the youth paused and glanced at his drink, a slight frown on his face. "Though...she's been slowing down a bit. I've been trying to juggle college and taking care of Aunt May...finding a better paying job, and protecting the city-"  
Peter paused and looked up, wincing and bashing himself. Don't make this about you! Ms. Vincent doesn't want to hear about your problems!  
"But, it's been ok!" He quickly said, putting a smile on his face. "Things have been good other than that."

Sophia was silent, pursing her lips for a moment. "Peter...is college going to take up your time? How many courses are you going to take?"  
"Well...I want to get it over with...so I can move up." Peter admitted. "If I have a better paying job...I can really do some good for my Aunt. I mean...she's been my world since the death of my parents...and my uncle."

"...Then I have a suggestion." Sophia smiled lightly, a soft look on her face. "Become a part time student in college, and work for Allen Corp part time. That way you can plan your time accordingly, and you can be there for both the city and your Aunt."  
"But...my classes-"  
"Peter. If you need to be with your aunt, nothing should prevent you from doing that." Sophia sipped her coffee. "After all...isn't she one of your responsibilities?"

After a long pause, Peter smiled at her statement. He was grateful that she was being so understanding. There had to be something he could do for her...maybe...maybe he could tell Dr. Octavius-  
No...no, she wouldn't want that. There was a strong possibility she hadn't told the scientist yet...he couldn't interfere with her wishes.  
So...how could he make it up to- Peter glanced out the window...and paused.

"Uh...Ms. Vincent?"  
"Hmm?"  
"That little girl is right outside our window…"  
"Huh?"

Sophia looked over, looking out the window...and down. Standing there, looking directly at her, was the small girl from earlier. She was pressed against the window and was giving off a big smile, pressing her hands against the glass as though she wanted in.

"Oh slag!" Sophia quickly got out of her seat and quickly walked outside. As soon as she got to the door, the little one ran over happily, taking ahold of her leg and cuddling with it.  
"Kaasan!"

"Oh no...honey, where's your family?!" Sophia took the girl into her arms and brought her to her chest, looking around at the crowd, desperately scanning for anyone who was frantically looking for a small child.  
None of the people seemed concerned. If anything, a few people glanced in her direction and smiled at the sight of the toddler cuddling against her chest.  
Sophia looked down at the small girl. Would could she DO?!

She couldn't just call out to the people and ask who was the mother or father...ANYONE could take advantage of the situation and kidnap her from her REAL parents!  
"Honey...what's your name?" she asked, looking towards the child in her arms...who only tilted her head at her, squeezing her little racoon. "...kaasan...kaasan"

Ok...she was too young to understand that question.  
Sophia sighed and looked over where Peter was approaching her.  
"Mr. Parker, I'm so sorry, but we're going to have to cut this short." she said sorrowfully. "I need to get ahold of my brothers and their police friends. I'm sure this little one's mother and father are worried sick!"

"It's ok Ms. Vincent, I totally understand!" Peter replied, reaching over and patting the girls head. She giggled and rested her head on Sophia's chest, cooing. "Though, I can always head back to Allen Corp and report to your scientists if you need me to."  
"Yes, please do that." Sophia replied, glancing down at the girl, who looked ready for a nap. "I'm going to start heading to the NYPD and get ahold of my brothers while I'm getting there. You'll have to report to Dr. Mims."

"Mims. Got it." Peter gave her a thumbs up. "Let me know how it goes."

Sophia nodded, and walked out of the cafe, hugging the child to herself...not noticing the little green necklace on the child...that began to pulse.

***EC***

The sounds of the city were a nice source of chaos...albeit, controlled chaos. It was a welcomed feeling, though mild.

A flash of blue light came from one of the city's alleyways, and a low chuckle was heard by anyone who happened to be close by.  
After a few moments, a tall slender man with blonde hair casually walked out of the ally, twirling a thin cane. He wore a black dress suit, with a long yellow overcoat and a black top hat.  
There was a patch over one of his eyes...but his present eye was alert and focused. He looked around at his surroundings and let off a very light smile.

"...so...she didn't reach her intended target…looks like my interference worked"  
He grinned evilly and casually walked down the street, clicking his tongue.  
"...Perfect."

***AC***

"Aww! It's so close! Do you know what it is yet?" Becky rubbed her hands as she looked at Faith's extended belly, ready to see the little miracle that was soon to happen for her. Faith had been such a good mother to Jackson Jr, she could only imagine what Faith was going to go through with more than one.

"Not yet." Faith replied, chuckling. "At first we wanted it to be a surprise, but this pregnancy is so much different than when I was carrying JJ." The woman looked over towards her son, who was playing with the officers of Allen corp. Officer Mark Ryder was having the most fun with the kid while Montana watched closely, sitting on the padded chairs of the lobby with Justin.  
Faith smiled fondly, letting off a sigh of contentment. "I'm scheduled to see my Doctor next week, since I've been more tired this time."

"I'm sure it'll be ok" Becky smiled. "But if you need something, please feel free to give me a call."  
"I appreciate it, Beks" Faith looked over, smiling. "Though YOU need to get with the program! You and Steve have been seeing each other for a little longer than me and Jackson. I'm sure your mother is bugging you for grandkids."  
"You have NO idea." Becky rubbed her head. "But Steve's been...occupied. He can't-"

"JJ! Slow down!" Faith suddenly called, holding out a hand in an attempt to stop her son...from SMASHING into a passing scientist. The scientist stopped walking and turned, looking spooked, the two scientists behind him stopping before anything else could happen.  
JJ rubbed his head and looked towards the three scientists, a big grin on his face, before he laughed and ran around them, quickly heading back for his original group.

Montana stood and managed to fetch the running toddler, giving the boy a stern look, who only giggled and took Montana's police hat off. Walking over Montana studied the scientist...and sighed. "Apologies, Dr. Mims...Dr. Toomes…...Dr. Octavius."

"Not a problem." Dr. Mims replied, picking up his papers, dusting himself off and continuing on his way. "Please excuse us, we need to meet with the interns. Come along Dr. Toomes, Dr. Octavius"  
Toomes was silent...but he followed Dr. Mims for the elevator, nodding towards Montana…

Octavius, on the other hand watched Montana...or rather, his son. After a moment, he cleared his throat and placed his hands behind his back. "I'm...glad to see your family is happy and healthy, Officer Brice."  
Montana merely nodded. "I make sure they're well protected, Doc." he replied.  
"Very good...allow me to get out of your way." Otto turned to leave but froze when Faith walked up to Montana...and offered Otto a small smile.

"And we're glad to see you on your feet, Dr. Octavius." She said sincerely, taking Montana's free arm and holding it gently.  
"Thank you, Miss. Harrell- or rather….Mrs. Brice." Otto corrected himself, nodding his head in acknowledgement to Faith, before he slowly joined Adrian and Dr. Mims. Faith and Montana watched the three disappear into an elevator...before Faith looked towards Montana.  
"Hey...are you going to give Sophie the go ahead anytime soon?" she asked softly. "Dr. Octavius has been getting...distant. It might be about time to let him know."

"I've been pondering about it." Montana replied truthfully, looking towards his wife and pursing his lips. "Really, Sophia's been...avoiding the subject."

Faith looked concerned for a moment, looking to the side in contemplation. Maybe she should talk to Sophie...After all, Montana had been given a second chance- Faith looked over when Justin's cell phone rang.

Justin paused and looked towards the elevator to make SURE the scientists were gone...before he opened his cell phone and put it to his ear. "Hey Sophie. You almost got me at a bad time-...huh?...a lost kid?...Well simple, you take her to the police station-" Justin paused, a weird look coming to his face.  
"...what do you MEAN she keeps coming back?"

***NF***

"Where did you get her?"  
"Do you know her?"  
"Sophie...what are you going to do?"

"How should I know?" Sophia asked, looking spooked, holding the young child in her arms, who was clapping at the sight of the three officers around Sophia. "I ran into her in the city and she just started...FOLLOWING me!" She looked at the young child, who was reaching for Dennis' badge and giggling. "I tried to take her to the police station...but everytime I LEFT the building, she just...suddenly APPEARED and would follow me again!"

"Cool!" Mark looked over the toddler. "Sooo think she can teleport?"

"It's not impossible, Mark." Sophia replied, allowing the officer to take the child from her arms. "After all there are more superheros than JUST the Avengers." the woman crossed her arms and looked towards the little girl who was watching her closely. "LITERALLY the only thing I've even learned about the dear thing, is that her name is Alexis."

"How do you know that?" Mark asked, putting his hands on his hips.  
Sophia let off a sarcastic look...and showed him the little bracelet on the girl's arm that had the name 'Alexis' on it. Letting off a sigh, Sophia looked back towards the child, a concerned look on her face. "Whenever I try to leave her with the police...she keeps slipping past trained security...Maybe she has some sort of power...Maybe she belongs to the Justice League…"

"I wouldn't count on it."

Sophia and her brothers looked over as Nick Fury walked in, Steve Rodgers right behind him. "I did a little search on your mystery friend's profile, as well as checked her DNA for any possible file on her."  
"And what did you find, Fury?" Sophia asked, looking intrigued.  
"Absolutely nothing. No files, no papers, no records of any kind. We can't even determine who her parents are." Fury replied, motioning towards the girl. "The worst part is, we can't even try to figure that out."

"That makes no sense." Dennis took a step up, motioning towards the girl, who wanted back with Sophia. "Even the POLICE station should have technology that can take a blood sample and determine DNA."

"I am well aware of the advancements that the authorities have made, Officer Ryder." Fury replied, putting his hands behind his back. "But I'm sure under normal circumstances, your machines wouldn't freak out with her being near them."  
"What?"

Steve took a step up, motioning towards the girl who was handing Sophia her racoon doll. "Every time the little one was brought to a computer, it went haywire." he reported. "Which means not only can we not locate where she belongs...we can't even prove she exists."


	4. Bitterness

***RF***

It had been a long month...and February had approached...it was here…  
The WORST month of the year...The month that only reminded him of his shortcomings...of his horrors...his atrocities…  
His horrid betrayal.

Otto took in a breath and slowly let it out, shutting his eyes briefly...slowly opening them and continuing to walk. It had been...a nice month, despite the bitter cold.  
Adrian had also gotten a raise...and he had been requested by Lillian V. to develop some flying technology via email. Adrian had been overjoyed and honored that his inventions were being put to use...and that he was getting recognized.  
He had seen 832...dear precious Clover had been offered another scholarship from Allen Corp...and her music was getting more dear...every note that came from her viola was precious and dear…

The scientist looked down at the snowy ground as he walked.  
...he had also managed to find 220 and 591…

591, now going by Camille, belonged to the Justice League. She was fixing to have kittens with the martian...and...she wasn't too fond of him.  
Come to think of it...neither was 220...the dear thing had been through a literal hell since escaping OsCorp. However...she was being cared for...though what she had lost...was never going to be restored to her...  
Oh...how such a short period of time could change things drastically.

He slowed his walking, finally coming to a stop and looking upwards, watching the snowflakes fall.  
... _Sophia…  
Oh Sophia...I miss you terribly...I wish...I wish I could have one more chance...to prove to you...to tell you...to show you_…

Otto looked to the side when he heard the thump of a body hitting the ground. Letting off a wince, he walked over to the edge of the path he was walking across and looked down. They hadn't put away the ice skating rink...on account that the winter olympics were being..'celebrated'. Below was a small group of figure skaters on the side of the rink, while another skater got up from the ice, and built up speed to what sounded like a rock song…

...an ANGRY rock song.

"'Cause it's one, it's one, one for the money

Two, it's two, 'cause two is for the show

Three, it's three, three to get ready,

Are you ready for the chaos? Are you ready? Let's go!"

The skater below...was dressed so much DIFFERENTLY from the rest. She was bundled up in a thick jacket...and she had a tight winter hat on.  
...and it was affecting her skating.

THUD!

Otto grimaced when the skater tried to do a triple axel...and landed flat on her back. She forced herself up and built up more speed, continuing to dance.  
...Strange...her skating...reminded him of…  
... _no...it couldn't be...right?_

 **THUD!**

The skater shakily got herself up once again...her fists clenching.

"Hate me,

You can't escape me

And you ain't ever gonna change me

I can't stand it,

I've freakin' had it,

I'm about to blow

'Cause it's one, it's one, one for the money

Two, it's two, 'cause two is for the show

Three, it's three, three to get ready,

Are you ready for the chaos? Are you ready? Let's go!"

 **THUD!**

Otto winced when he saw the skater land HARD on the ice...and just lay there for a few seconds...before she forced herself to her knees and SLAMMED her fist against the ice, before forcing herself up.  
 _...no...that couldn't be Sophia...she would never quit...she would never allow her anger to affect her…  
...besides...she's gone…_  
Letting off a heavy breath, Otto turned his back and left…

...Just as the skater jumped...and landed on the ice, landing perfectly and twirling gracefully...before stopping suddenly in her ending pose…

….Sophia let off a breath and turned towards her small audience, skating back to the edge and panting. A woman approached her and gingerly put a hand on her shoulder.  
"Sophia...I'm SO sorry…" she winced, looking concerned. "I shouldn't have put so much pressure on you- I thought...I thought…"

"...It's fine, Rose." Sophia looked up and offered a small smile. "Though...next time try to recall that I haven't professionally figureskated for 8 years." She glanced towards the skaters and let off a cool look. "And that, ladies...is what happens when you don't practice. I expect you to listen to Miss Rose and practice like crazy."

She got a collective sound of agreement from the young girls, before she came off the ice and took Rose's hand. "I must admit...it was wonderful to be back on the ice...but...I suppose not all of our dreams can come true."  
"Thank you anyways, Sophia." Rose clasped Sophia's hand and frowned. "And again...I'm so sorry."

Sophia only smiled...and headed over to where Becky was sitting. Sophia sighed heavily, sitting down and taking off her skates.  
"Hey...if it makes you feel ANY better...the best I can do is go in a straight line." Becky offered, holding Lexi in her arms. Lexi was busy taking apart what looked like a flower. Where she found this thing was COMPLETELY a mystery. Sophia's brothers had done absolutely EVERYTHING that they knew in trying to find Alexis' parents...but still no record of the child existed.  
Not wanting to take any chances, Sophia decided to take care of the toddler until worried parents showed up…

...but still nothing...

Sophia smiled halfheartedly at Becky, setting the skates aside and putting on her winter boots.  
"...The Flying Fox has taken everything from me…" Sophia mumbled lowly, tying the strings to her boots and looking distant. "My dreams...my normal way of life...my freedom…" She looked down and clenched her fists. "...Even Otto."

"...Sophie…"

The woman glared at the ground, feeling her chest tighten. It wasn't fair...why did she have to give up everything? People thought she was so strong. They thought she was perfect...such was NOT the case for her.  
She was angry...broken...she didn't want to keep going...what was the point? Everything she did just threw back in her face!  
NOTHING was worth it anymore.

"...Sophie?"

Sophia paused and looked over towards Becky. The woman was looking at her in an concerned manor...the child...looked terrified.

Wincing, Sophia looked down. "I'm sorry...it still hurts Becky…" She muttered, reaching for Lexi, who readily got into her arms and rested her head against Sophia's chest. "I suppose I'm just...stressed...yes...I've been stressed ever since I got back to Manhattan."

"...Sophie I can't help but think you might need to go talk to Otto." Becky suggested...earning a dark look from Sophia. "Just hear me out!" Becky put up a hand and winced. "It's been four years...Dr. Octavius still thinks you're dead...and your birthday is coming up. I know it's a hard memory...for both of you." The woman paused for a moment and continued.  
"Maybe...if you talked to Otto-"

"I tried 'talking to him' multiple times, last time I was here." Sophia replied, standing and adjusting Lexi in her arms, looking towards Becky with a frown on her face. "I tried reasoning with him...I tried expressing my feelings. I saved his LIFE, more than once!" The woman's tone became harsher with each sentence, causing Lexi to tremble and hide her face in Sophia's shoulder.  
It didn't stop Sophia though. "Otto turned his back on me! He chased something else because I wasn't good enough for him! He became my FATHER!"

Sophia paused and panted, noticing the wince on Becky's face. For a moment, Sophia was silent...before she sighed and put a hand to her face.  
"...I'm sorry Becky...He broke my heart...after I had pledged it to him." she rested her chin on Lexi's head and narrowed her eyes lightly. "...I doubt I'll EVER….be able to trust him again….even if he is sorry….I've heard it before. They say they're sorry...and then they turn around and continue doing it...finally, they become a mindless anger-consumed monster. And they never stop…"

"...Sophia...We're talking about Otto...not your father."  
"I don't see the difference."

Sophia suddenly stopped when she heard Lexi whining and looked down in concern. The little one had started to softly cry, and was hiding against Sophia's jacket, trembling.  
"Oh honey, shh shh shh….it's okay. Miss Sophia's...just stressed. I'm so sorry honey…"  
Lexi continued to whimper, tears running down her cheeks.

Sophia sighed and looked towards Becky. "I'm going to take her home...I'm sorry...I'll...I'll talk to you tomorrow Becky."  
Becky only nodded, looking concerned as Sophia turned and started walking away with the child in her arms.

...above, no one noticed the figure who was casually perched on the roof of a building, watching the ordeal…  
...a big toothy grin on his face.

"Well well well….isn't this interesting?" He turned his head, watching Sophia leaving the rink, her head down, and her emotions dark. Smirking he turned his head where Otto Octavius had disappeared down. HIS emotions had been low and broken.  
This...could VERY WELL turn for his favor!  
"It looks like the little brat arrived at the wrong period." He crooned, resting his arm against his leg and grinning. "And oh look at ALL the broken people!"

The man chuckled and slowly stood, adjusting his hat.  
"If I can tear this period apart...I won't NEED the little one's jewel." He grinned and snapped his fingers, disappearing instantly.

***MA***

Montana let off a sigh as he walked in the snow, letting his breath fog up the air.

He had to work late tonight...to ensure that a certain scientist didn't run into a certain boss lady at work. It wasn't THAT hard...all he had to do was pair two officers and have them tell each other where they were.  
But the reason HE had to stay this time...was because SEVEN of his officers were home, sick from the weather.

This winter was...unusually cold...even for Manhattan. If anything it felt like the winters of Montana...and THOSE were some NASTY suckers.  
It felt somewhat nostalgic for him...if anything he had an uncanny need to go chop some firewood, even though his apartment wasn't too far away, and it had HEAT. He smirked lightly. Maybe he could convince Faith to make him some hot chocolate if he looked cold enough...was Junior too young for hot chocolate? He wasn't sure…  
...maybe WARM chocolate would do for now-

The officer suddenly stopped walking and glanced behind him, his eyes narrowing. He had heard footsteps. They were EASY to pick out during the winter. Being a mercenary for years had heightened his senses...but whoever was making noise...wasn't even TRYING to be discrete!

"YAAHH!"

Montana quickly looked up, and dodged to the side when a large thug tried to tackle him to the ground. Turning, the officer gritted his teeth and grabbed the thug's arm….only for someone to SLAM him into a nearby wall.  
Letting off a yell, Montana narrowed his eyes and did a backflip, PUNCHING his attacker across the face and landing on his feet.

"Get him!" One of the guys said, three more thugs coming into play.

Montana took a look around him and sneered, quickly pressing something on his wrists and holding his arms to the side...before a wave of green shockblasts came from his sleeves, hitting the thugs away. When they went sailing, Montana quickly pressed another button on his wrist, making his police uniform completely melt away and materializing his Shocker uniform.  
He then charged up his shockblasters and fired at the group, watching them scatter.

Narrowing his eyes, Shocker ran after them, managing to catch one of the men and SLAMMED him to the ground.

"Not so fast, ya varmit!"

Shocker took the man's shirt by the scruff and hoisted him into the air, allowing his feet to dangle beneath him. "You TELL the Big Man ta stay AWAY from Allen Corp. Stay AWAY from the area, and most important, stay AWAY from my WIFE!"  
He SLAMMED the man into the alley wall, glaring at him dangerously. "DO YOU HEAR ME?!"

"Ugh! The Big Man ain't the one after you." The thug grimaced, hissing in pain as Shocker's grip tightened on him. "The Big Man isn't the one payin' us!"  
"Then open yer mouth and TELL me who's after-"

"Gangway!"

Shocker froze...and let off a long low groan as he looked behind himself, seeing Spiderman behind him. Letting off an eye twitch, Shocker gritted his teeth.  
"Stay outta this, boy; the grown-ups are talkin'." He snarled, keeping his grip on the thug.

"Well technically I'm part of that circle...technically." Spiderman replied, sticking to the wall and watching the sight. "Sooo Shocker! Haven't seen YOU in a few years! You haven't been going back to the dark side, right?"  
"Boy, stay outta this." Shocker snarled, paying no heed to the thug who was looking at Spiderman...then Shocker...then Spiderman again. Gritting his teeth, the man reached for his gun...

"I seem to recall you telling your girlfriend you were 'ready to do the right thing' last time I saw you." Spiderman put his fingers in quotation mark signs. "Did that end Shocks?"  
"Boy...you're REALLY startin' ta piss me off." Shocker replied, eye twitching.

 **BANG!**

Shocker gasped and put up his arms, a shockwave immediately encasing him in an armor-like substance, protecting him from a bullet. Quickly looking up, he tried to figure out WHERE the shot had come from...but he only saw the thug crumpled at his feet, a fresh bullet wound in his head.

Taking a step back, Shocker gritted his teeth at the sight...before he narrowed his eyes. So...he had been tagged…thankfully his Shocker suit had been modified by Lillian V and had been remade for his protection.

"What...did you DO!?"

Shocker's eye twitched and he looked towards Spiderman, who jumped to the ground and looked over the body of the thug.

"It's called 'armor' kid." Shocker replied, crossing his arms and glaring at the dead thug. "And if you would have backed OFF, I would have handled it myself!"  
"So you killed him? Why would I just LET you-"  
Shocker stormed over to Spiderman and forced his head to look down towards the thug. "Ya see that GUN in his hand?! The man shot himself by accident when he was TRYING to shoot ME! Are we clear?!"

"Oh...I see." Spiderman rubbed his head and did a doubletake when he saw Shocker trying to walk off. "HEY! Where are you going?!"  
"To make sure my family is safe." Shocker snarled, looking behind him. "Of course if ya keep YAPPIN, I can always squash me a bug while I'm at it."

"Is that literally all you can say to me?" Spiderman mocked. "'Squash the bug, Squash the bug.' It's getting old pal."  
"I'm beginnin' to understand just WHY the Fox complains about you so much." Shocker scoffed. "She'll be wantin' you to shut your trap."

"Uhhh…." Spiderman paused, looking confused. Surely he didn't know that she was still around...right? "You do know, Foxey's dead, right?"  
"Keep tellin' yerself that." Shocker replied, continuing to walk off.

Spiderman made a face...did Shocker...KNOW? And if he did...HOW?! Practically all of MANHATTAN had thought Flying Fox had died!  
He paused and looked down, grimacing at the body below, and looking back up….Shocker was gone.

"Oh great...what do I do with this?"

***BC***

He landed at the base of the 9/11 memorial and casually walked through the two huge waterfall pits. If he could find the perfect place...ah…

Stopping right in the middle of the two pools, the man smirked and twirled his cane. "This will do." He raised his hand and snapped his finger, allowing a single tile to suddenly start glowing. From beneath, a black light emitted and a stream of flames came from the tile.  
The tile slowly morphed into a feminine figure, seemingly made of fire.

She was silent for a moment, before she slowly started looking more human, her hair light pink, her outfit a black miniskirt dress with a pink cape over her...and a triangle necklace around her neck.  
Opening her eyes, they glowed yellow for a moment, before she looked up, smirking towards the man.

The man twirled his can and smirked evilly. "Now then, henchmaniac...go stir up some strife."

The woman smirked...and laughed insanely, fire shooting out from her body and engulfing her...before she disappeared into a puff of smoke, an evil cackle filling the night sky.

***SV***

Sophia kept her arms crossed, looking at the paper on her desk...beside her was her bed, just BEGGING to be slept in. However she couldn't sleep...not with everything that was on her mind.

Faith had gone to the doctor...Becky had been snapped at...Montana sent her a text saying that he had been attacked...and to top it all off, she had received a text from Peter, asking if she knew that Shocker was out of jail.

She hadn't answered to ANY of those messages...she was looking at the blank sheet of paper on her desk and flexing her wings slightly.  
...letting off a sigh, she leaned forward and took a pen, slowly putting it to the paper.

….

'Dear Otto,

I know it must be a shock to hear from me...especially when you thought I had perished 4 years ago..'

…. _No_.

She crumpled up the piece of paper and tossed it behind her, trying once again.

'My Beloved Otto,

I want you to know that I still love you. I still care for you deeply. It must be a shock to hear from me...but you need to know-'

... _NO!_

Sophia tore up the paper and threw the pieces in the air, before putting her face in her hands and groaning in frustereation. For a moment she stayed like that...before she leaned back in her chair, allowing her wings to flex against her nightgown.  
Sighing, she looked up at the ceiling, gritting her teeth.

 _...Otto...what do I do? Yes...Yes I DO still love you...I pledged you my heart...I will not replace you with ANYONE…  
But you DID...YOU turned your back on me! You called me weak! You stabbed me in the back and abandoned me…  
...you never even tried to get me on your side…_

 _...I hate you...I love you...I hate you…  
_ _ **OTTO!**_

Creeeak…

Sophia paused and turned her head, seeing the door slowly open...revealing little Alexis hesitantly coming into the room, clutching her racoon doll.  
"Alexis!" Sophia slowly got up and turned to face the small child, looking concerned.

Lexi whimpered, taking a few steps up and looking towards Sophia with tears in her eyes.

Sophia felt her heart tremble...and pushed the feeling aside. "What happened, honey? Did you have a nightmare?"  
Lexi only looked at her, holding her racoon and sniffling.

Taking a few steps towards the girl, Sophia knelt down and smiled gently. "...do you want to sleep with me?"  
Lexi held out her arms to the woman. "...kaasan...kowaidesu…"  
Sophia watched the girl for a moment, unable to understand the dear one's words...before she gently took the girl into her arms and held her, allowing Lexi to snuggle into her chest. For a moment, she felt...peaceful...as though all of her frustrations had...melted.

Letting off a soft sigh, Sophia walked over to her own bed and gently set Lexi down, laying down beside her and sighing. She started to cover the girl with the blanket, but Lexi was reaching for her bat wing.  
Sophia smiled very softly. "So...my wings don't scare you?" she asked smiling lightly...before she extended her wing and rested it over the child.  
Lexi cooed and petted the short brown fur on the edges of the wings, feeling the warmth of the leather-like wings. She proceeded to cuddle against Sophia's chest, letting off a soft sigh.

"...kaasan...aishi" Lexi mumbled, keeping a hold of the bat wing that was over her.

Sophia watched the girl for a moment...her features softening at the sight of the innocent child. It was still a mystery who she was...and how to get her back to her parents…  
...but seeing her innocence...was refreshing.  
Adjusting her wing, Sophia brought Lexi closer to herself and shut her eyes.

... _rest well, little one...the Flying Fox will protect you tonight_ …


	5. Dark Reunion

***SW***

He walked through the realm that showed the shadows of people. They couldn't see him...but he could certainly see THEM. Everyone went about their daily business...going to and fro, the daily things calling out to them.  
They had no idea the danger they were in...the danger he needed to locate.

The relic around his neck pulsed a steady green, signaling the presence of something that should not be there. Where was it? How was it avoiding him?

The man stopped walking, scanning the streets and frowning slightly, looking at each and every person. No one seemed out of the ordinary...no one knew what was going on...no one-  
He paused at the sight of one of the skyscrapers…

….a green light pulsed from it…

The Allen Corp building? What was going on there that the relic was so concerned about? Frowning, he continued to walk, his cape swaying behind him as he began his trek for the building…

In the regular dimension, The man with the yellow jacket grinned at the sight of the mirror realm.  
Things just got interesting...

***TS***

"That literally makes no sense." Becky sipped at her drink, walking alongside Steve as they walked through Time Square. It had been a hectic couple of days, and Steve had offered Becky a day to just...relax. Something that she hadn't been able to do in quite some time. "How can a skull...be RED?"  
The woman looked thoughtful for a moment, before looking towards Steve, a bizarre look on her face. "Aside from all the brain tissue and whatnot...a skull is APART of a skeleton! And bones are cream!"

Steve chuckled and draped his arm around Becky. "Well it was his NAME...though it was rather strange. He was the leader of Hydra...and he was very...Hitler like."  
"All of that started around the same time, didn't it?" Becky asked, looking over. "Maybe he knew him"

"Believe it or not, that wouldn't surprise me-"

CRASH!

Becky turned, only to suddenly be covered by Steve. A wave of dust SLAMMED into them and there were screams heard. After a moment, the dust settled, and Steve let go of Becky, quickly looking behind them...only to get SLAMMED away by a stream of flames.

"STEVE!" Becky yelled, turning in an attempt to find her fiance...however, a woman suddenly blocked her path, a toothy grin on her face.

The woman reeled back and punched Becky in the gut, sending her SAILING right into the middle of the street. A huge ruckus started. Cars and trucks swerved in an attempt to avoid the woman, and ended up hitting each other.  
Becky covered her head, panting and trembling.  
It's not the wreck...it's not the wreck...it's NOT...the wreck!

An insane cackle came from the woman sporting the cape and she waved her hands, flames forming at the tips of her fingers. She marched for Becky and picked her up by the scruff of her shirt, hoisting her into the air. "Where's the young one?"  
"Th-..The what? AAAHH!" Becky suddenly SHRIEKED when the woman holding her ignited her fire, allowing flames to lick at Becky's skin.

"Don't play stupid with me, where's the young on-OOOFFF!"

The woman gave off a yell when something HARD slammed against her back, thrusting her forward and forcing her to release Becky. She growled once she landed and looked behind herself...seeing Captain America standing over Becky, who was struggling to get herself up.

"Who the heck are you?" Cap asked, making a small confused face, yet keeping his guard up.

The woman only smirked, before turning and letting out a STREAM of flames in Cap's direction, causing him to quickly kneel down and put his shield up. He gritted his teeth as the metal in his shield started heating up. Oh Crap that was HOT!

"BECKY! RUN!" He yelled, looking towards his shaken fiance.  
"You're KIDDING, right?" Becky shot back, turning and limping away as fast as she could.

Right...the wreck…  
Cap paused when the fire-woman's eyes flashed, quickly following Becky's movements. Turning, she started to aim for the girl...however a VERY hot shield hit her in the face.  
Staying still, the woman slowly looked towards Steve, and smirked.

"What do you want with her?" Cap demanded, looking ready for anything.

"Just a little chiroptera" The woman replied, smirking evilly. "For the boss, of course!" Sending out a torrent of flames, she slowly began gaining on Cap, her eyes glowing a brilliant shade of orange.

Cap kept his shield up, unable to make any attacks as flames RAGED against him. Chiroptera? What the HECK was this woman doing looking for a ba-...

CRASH!

The fire woman let out a yell when she was KNOCKED back and did a backflip, looking upwards and sneering at the new arrival. A metal man hovered in the air, it's mask a blank expression that even she found slightly funny.

"Alright lady. Give the guy some air; he's taken." Iron Man said, aiming his weapons at the woman.

She chuckled and lit flames in her hands. "Oh I'm not after him…" she cooed, quickly forming a fireball in her hands and SLAMMING it against Iron Man. The superhero got knocked back and looked up...the woman had disappeared.  
"The heck?"

He then spotted the woman practically flying across the pavement, grabbing the trying-to-run-and-failing-miserably Becky by the shoulders and forcing her to turn around, her eyes glowing.  
"Tell Veronica what you know, little child of the light." She cooed, her eyes glowing a bright yellow. Becky's eyes suddenly glowed yellow and she trembled as information was extracted from her. The girl let out a sound that was very gag-like, as she saw flashes of her own memory being SUCKED out of her.

The cruise line...the incident with Jazz...Meeting Steve...Finding out Sophia was the Flying Fox….Meeting Jackson...His betrayal...Meeting Otto...HIS Betrayal...Sophia's darkening heart...Faith's broken heart...The reunion...the plans...the little girl.

 **THERE!**

CLANG!

Veronica got SLAMMED back, courtesy of Cap's shield and landed on her feet, letting Becky fall to the ground. Looking up, the fire woman only smirked...and snapped her fingers, before plain disappearing from sight. Cap paused at the action, looking around for his enemy, before he quickly ran to Becky's side.

"Becky! Becky, honey look at me."

The woman didn't respond...if anything she moaned and looked up at him for a moment...before her head lulled back, slipping into an unconscious slumber.

***AC***

Otto let out a sigh as he set his bag on the table and took out his laptop. Setting up the machine, he typed into the computer and frowned as the computer fired up. After a moment, the background picture showed a picture of himself and Adrian toasting to Clover...by the bench…

'In loving memory of the Flying Fox'

After a year of working at Allen Corp, he had gone out of the way to convince someone to put up a memorial bench in Central Park.  
4 years ago...on this very day…  
Otto bowed his head slowly, clenching his fists and letting off a shaky breath. No...no don't think about it right now...just work...just work… Pursing his lips, Otto turned and walked to another table, slowly putting on his lab coat and beginning to log himself into the system.

He had been scheduled to be off today...but he couldn't just sit at home...not today.  
Not when everyone else was so happy on Valentine's day...While the day only taunted him of everything he had lost.

Everything he had THROWN AWAY.

Clearing his throat, he took a clipboard and began writing down notes. Experiments 1-5...Solar powered batteries...revamping the original Megalo pack...Time travel theory…  
That last one still hadn't been approved by Miss Lillian…  
Walking back over towards his laptop, he quickly scanned his messages. 3 emails received...Clover, Junk mail, and one from Miss Lillian V.

Quickly skimming through Clover's email, he smiled at the news that she was back in Manhattan...good. He needed to see a friendly face. Perhaps she would like to visit Maxwell…  
Clicking the Email from Lillian V, he paused at the message.

'Dr. Octavius,

I appreciate your brilliant mind. None of my scientists have the drive and skill that you have, not even Dr. Toomes and he's brilliant.  
I want to tell you, though intriguing, the Time Travel theory will have to be left alone. Even if it is possible, there are too many things that could go wrong with such an invention.  
Time will always hold our history, the good along with the bad...but if one thing changes in the past, it has the potential to be devastating to our future.

So I regret to inform you that I am rejecting the Time Travel theory.

Please don't think that this changes anything, Dr. Octavius. You are literally my top scientist, and I look forward to hearing more of your theories and inventions.

Take care of yourself.

~ Lillian V.'

Otto pursed his lips and his shoulders slumped slightly. Though the email had been laced in encouraging words...it was as if his true intentions had been seen through.  
...and he couldn't do anything about it…  
Letting off a sigh, he pinged an acknowledgement back, before turning to continue his work. Hardening himself, the scientist took out a microscope and began to adjust it.

He heard voices in the hall...one of them he recognized as Montana...and he was bragging about his little boy once again.

"...should'a SEEN him! He was grinnin' ear to ear, and Fay was worried he'd get bucked off!" Montana's voice laughed.

Otto fumbled with his microscope, gritting his teeth lightly.  
 _...Right...Montana married Faith...and they had a son...and another baby on the way…  
...Sophia…_

"He loved it! The horse was very patient with him, and I can TELL he'll be able to handle a stallion when he gets old enough! He's Daddy's boy alright."

Otto dropped his microscope slip and let off a pant, adjusting his glasses and leaning down to pick it up. Dusting it off, the scientist let off a sigh, gritting his teeth.  
 _...Montana...shut up…_

A flash went through his mind...Sophia's soft hazel eyes...Her interest in animal science.  
...her beautiful laugh…

"And get this." Montana's voice got louder, signalling he was getting closer to the room. "Fay got a report from the doctor. She's carrying TWINS!"  
"Oh really?" another voice asked, sounding ecstatic. "How wonderful!"  
"Yup! A little boy and a little girl!" Montana chuckled. "She's bowled me over sayin' SHE gets dibs at naming the girl."

... _Shut up….SHUT UP!_  
Otto clenched his fist...breaking the microscope glass in his hand.  
He could hear her voice in his head...it was TAUNTING him! MONTANA shouldn't have been the one to get the one he loved...he had ALWAYS been a criminal!

He had once been a brilliant scientist...with the favor of the most BEAUTIFUL woman resting on him!  
It should have been HIM! He should have been the one marrying Sophia! Holding her children! Taking care of her!  
...but he had chosen the path of darkness...while Montana strayed from its path.

Otto SLAMMED his notebook on the table and turned, marching for the door, gritting his teeth.

"I'm sure Faith is so happy! What are you going to name the little ones?"  
"She wants to name the little girl 'Hope'. I was thinkin' about asking her if we could name the boy Ra-"

"Montana!" Otto came out of the room, gritting his teeth and making a frustrated movement with his hands. "Would you PLEASE keep it DOWN?! You're going to raise the DEAD with your infernal prattling-"  
Otto suddenly stopped dead in his tracks, a look of horror replacing his irritated look…

….as he came face-to-face with Sophia Vincent.

Both Montana and Sophia looked over when the scientist came storming out of the room...and gawked him.  
The room got hauntingly silent as the three stared at each other…  
...Particularly Otto and Sophia locking eyes.

Time stopped...the world stopped spinning...Otto couldn't breathe.  
...Sophia...Sophia was standing...RIGHT in FRONT of him! She had a stunned look on her face...before it slowly morphed into dark look, her eyes narrowing.

"...ooh…" Montana put a hand to his head and grimaced lightly. "...wrong choice of words…" he muttered. His comment was ignored though…

Otto felt his body trembling...threatening to faint, really.  
Was this real? Was Sophia...ACTUALLY standing in front of him? She was alive! His beautiful, beautiful Sophia was ALIVE!  
….HOW?! He had checked her pulse! She had been DEAD!

"...S-...Sophia." He breathed, taking a step up and reaching for her. He was dreaming...he had to be dreaming...

Sophia panted lightly, the sight of Otto Octavius in front of her...fueling a fire that had been stewing inside of her for four years.  
...His betrayal...his reign of terror...his hateful eyes...the PAIN that he brought her…  
A flash of Otto Octavius and his cute smile back at Tri-Corp came to her...before it morphed into the angry, murderous Dr. Octopus…

 _THIS IS WHAT IT IS FLYING FOX! FACE IT!_

"Dr. Octavius." Sophia clenched her fists and narrowed her eyes, taking a few steps up. "You were scheduled to be OFF today!"  
"I-...I-...Sophia, you're alive...you-" Otto couldn't find his words. He only looked at the woman before him in utter shock.

"You were scheduled to have a 3 day weekend, Dr. Octavius!" Sophia continued, balling her fists. "You've BLATANTLY disobeyed direct orders!"  
"What?...Sophia I-...I couldn't-...I...I thought you were-" Otto felt a sudden confusion in him. He couldn't find his words, he was too stunned! He shakily reached for her hand and clasped it in his. "Sophia-"  
"GO. HOME. OTTO!" Sophia snapped, retracting her hand from him and walking past him, rather quickly.

"...S-Sophia!" Otto turned and reached out to stop her...before Montana grabbed the back of his lab coat and narrowed his eyes.  
"Uh-uh! Yer not goin' anywhere, Doc." Montana said, frowning. He yanked the scientist back and narrowed his eyes. "You'd best be getin' back home where you're supposed to-"

"Sophia's ALIVE! How is that possible!?" Otto turned, still being held by Montana's strong grip. "I SAW her die! I held her in my arms! How is she alive?! Let me GO! I have to see her!"

"Boss dont wanna see ya right now, Doc." Montana growled, his grip only tightening. "Get outta here before you make things even worse than they already are!"

"You knew…"

Montana paused, gritting his teeth lightly as Otto looked up at him, horror on his face...before he panted and gritted his teeth as Otto broke out of his grip and faced him. "...You...KNEW!"

"Yeah. I knew, Doc." Montana replied, narrowing his eyes. "And YOU'RE gonna know my foot up yer crack, if you don't get OUT and don't come back until yer appointed DAYS!"

Otto panted...and watched Montana walk down the hall the same direction Sophia had gone down. The scientist trembled and put his back against the wall, his whole body shaking.  
Minutes passed...but all Otto could do was stand there and tremble.

Sophia was alive...and she had hidden it from him…  
 _Why?...Oh Sophia...WHY?!_

***

Sophia went into her office and SLAMMED the door behind her, pressing her hands against the door, to ensure it was SHUT. For a moment, she trembled, every negative emotion hitting her at once.

Anger. Fear. Confusion. Irritation...EVERYTHING!

. _..Otto…_  
SLAMMING her hand against the door, she gritted her teeth and glared at the ground, walking over to her desk and slamming her hands to it. Panting, she trembled, her eyes filling with tears.  
The picture of her and Otto caught her attention...the 9/11 memorial...the day she pledged her heart to him…  
The day before the accident…

...the day that started the downcline...

 _This is your FINAL hour Flying FOX!_

 _...Shut up…_

 _It's a shame you waste all your bat talents on the weak._

 _...Shut...UP…._

 _THIS IS WHAT IT IS FLYING FOX! FACE IT!_

" **SHUT UP**!" Sophia snatched the picture from the desk and sent it FLYING across the room, hitting the wall.

 **CRASH!**

She watched it break into many pieces, panting and trembling...a dark look in her eyes. "I hate you Otto….I **HATE** you!"  
She allowed a sob to escape her and fell to the floor, putting her face in her hands and sobbing. "I hate you…..I hate you…..I love you….I hate you…"

***SW***

"That's right...feel the pain...feed on it…" The man with the yellow jacket chuckled lowly, resting his back against the top of the Allen Corp building, a blue flame dancing on the tip of his finger. "Let it consume you, Flying Fox...That man never loved you. He's always been against you. He's hated you since you met. Why else would he destroy you?"  
His one eye opened, glowing an eerie yellow.  
"Let that hate embrace you...embrace it back...regard all others with hate…"

He let off a toothy grin.

"And watch this universe spin into complete chaos...heheheeheheHAHAHAHAHAHA!"

***Disclaimer***

Ok...I have to apologize to two of you...

The past couple of days have been...frustrating. I've been on the verge of just crying my eyes out. It's nice to finally have my muse back, but with everything that's been going on; I'm in an up down state.

Sigh...I'm hoping things turn out better soon. Love you Mare. Love ya Vermy.  
I'm gonna try to sleep now.


	6. Festering wounds

***AC***

"She had the ability to...make fire." Steve kept his arms crossed, reviewing the video footage that several security cameras had caught of the scuffle just the other day. "It was like she was MADE of fire at times."

"Nothing a fire extinguisher won't fix." Tony said, fooling around on his holoprojector computer, looking at anything and everything this...woman had done within the short amount of time that she attacked. "I'd like to blow that flame right off the little bi-"  
"Language." Steve muttered, still studying the screens.

"Really Rodgers?" Tony asked, making a motion with his arms.

"She seems to be after Becky." Steve said, looking towards Tony, Nick and Sophia...the latter...not really paying attention to the conversation; but rather, watching the screens.

"If her sole purpose was to just capture your girl, Rodgers, she would have done so." Fury observed, motioning to a video that showed Veronica holding Becky by the shirt and glaring into her eyes...before Cap's shield hit her and she left.  
"My experience is the opponent almost always has a strategy. She got what she needed from Becky. So when you attacked, she made a tactical retreat."

"Or." Tony waved a hand in the air slightly. "She realized we were far better than her, and chickened out."  
He got sarcastic looks from all in the room.  
"I mean, fighting against Iron Man can get pretty intense."

"Does anyone know how Becky is doing?" Sophia finally asked, walking towards the screens, her hands behind her back and a dark look on her face. "Was she injured badly?"

"She's expected to make a full recovery." Steve informed, walking over towards Sophia and looking towards the screen she was looking at. "Her parents are flying from Georgia to come see her, but she's going to be in the hospital for a couple more days."  
"...mmm…" Sophia frowned, but said nothing else, only studying the screen. She wasn't looking at the screen...she wasn't looking at anything…  
She COULDN'T look at anything…

"The woman identified herself as 'Veronica'." Nick informed, putting his hands behind his back. "According to the young lady that got attacked, she somehow extracted memories from her...which ultimately ended with a memory about Ms. Vincent." He looked pointedly towards Sophia, who looked over her shoulder at him. "Apparently 'Veronica' is looking for a 'little chiroptera'."

Sophia was silent...before she turned to face Fury, an ice cold glare in her eyes. "Don't EVER call me that." she snarled, balling her fists.  
"Apparently this 'Veronica' character is after you, Ms. Vincent." Nick replied, completely ignoring her tone. "And I'm inclined to wonder why."

"Maybe she's trying to teach Batgirl here a sense of humor?" Tony commented, pulling up a picture of Veronica and pursing his lips. "Hey, does ANYONE see how she can just float around with her clothes on fire and not be concerned about it?"

"Flying. Fox." Sophia growled, glaring at Tony, before she turned towards Fury. "I've never seen her before in my life. If I were to have a rival like Spiderman does, it would be that idiot who keeps trying to burn the Legends mall down over in Sparks." The woman turned and crossed her arms, frowning. "I have no idea what this woman wants."

"Neither do we, Ms. Vincent. And that's exactly why you need to be watching your back."

Sophia let off a small scoff. "I'm not concerned for myself, Fury. As long as Public Safety is met, the Flying Fox is not going into action. So there's little to be worried about."

"Don't be too sure, Sophia." Fury replied, walking over to her. "Because with everything you're dealing with at the moment, I'd say you're in a VERY vulnerable position."  
Sophia frowned, keeping her arms crossed. "Well then that's why I have Shocker."

"What about that 'Spiderman' guy?" Tony asked, looking from his computer. "I mean he's...interesting...He could try to protect Batgirl as well."

"Flying. FOX!" Sophia put two fingers to her head. "I'm not ASSOCIATED with Batgirl! Nice girl, but WRONG heroine!"

"I love how she refers to herself as 'heroine'." Tony looked over towards Nick and Steve. "She's so humble."  
"ARGH! Look who's TALKING, Stark!" Sophia turned and headed for the elevator. "I don't have time for this. I have a business to run so I can get BACK to Sparks as quickly as possible."

"Sophia…" Steve turned, watching the woman board the elevator and turn, eyes dark, before the doors closed behind her.

***AC***

"And once you bond that with the molecular reactor…" Adrian took a step back from the device, pressing a button and allowing it to hover in the air. "You have lift off."  
"So THAT'S how it works!" Peter looked at the device, studying it all over. "I've always wondered!"

"You have?" Adrian looked towards Peter, a confused look on his face. "How? I've just showed you Tech Flight yesterday?"

"Uh…" Peter winced slightly, glancing to the side for a moment, before looking towards Dr. Toomes and Dr. Octavius in a cool manner. "Well It was on the news about Tech Flight being salvaged by Allen Corp four years ago, right? It's been...nipping at the back of my mind."

Adrian and Otto both let off a small 'hmm' before they both returned to their work.

"Now then, Mr. Parker." Adrian took out a microscope and pushed it towards Peter, who took it. "I want you to conjure up an accurate formula that could make this flight stealthier."

"Stealthier?" Peter paused for a moment, looking somewhat concerned. SURELY...Beaky wasn't thinking about going back to his bad guy routine? "Uh...why would it need to be stealthier?"

"Spy drones." Otto simply replied from his area, taking down notes. He appeared to be...sweating...

"Spy drones?"

Otto's hand trembled, and his pencil broke. Putting two fingers to his head, he let off a breath. "...Adrian, P-Please explain to the boy…" He muttered, getting up and heading for the supplies closet to get more writing utensils.

Adrian watched his friend fumbling and looked concerned for a moment...before he looked towards Peter and motioned towards the telescope. "Allen Corp is wanting to make drones that could help our military...no weapons per Ms. Lillian's orders, but stealth robots, medical technology...things that can be used for the better." He tapped the microscope to urge Peter to do his work.  
"And the sooner we complete this, the better it will be."

Peter raised an eyebrow, before slowly nodding. "Right...I'll give it my best shot."

Dr. Toomes merely nodded...turning and slowly walking towards Otto Octavius, watching as the scientist fumbled with the supply closet. Glancing back towards Peter, he made sure the boy was focused on the microscope, before he placed a hand on Otto's shoulder.  
Otto jumped, dropping the box of pencils on the floor, panting.

"Otto...where are you?" Adrian asked, looking concerned. "You've been out of it all morning!"

Otto trembled, and put a hand to his head. "...it's fine, Adrian...I'm-...I'm fine…"  
"You are NOT 'fine'" Toomes frowned, giving Otto a stern look. "What happened?"

Before Otto could answer, the door opened and everyone looked over as Montana walked in and slowly came down the stairs.

"Gents." Montana greeted, looking up and keeping his hands behind his back. "Boss wants the boy to see 'er."  
"Montana." Otto turned and took a couple steps up, reaching out. "I need to talk to Soph-"  
"It's 'Officer Brice.' And I told'ja, Doc." Montana frowned. "Boss don't want to see ya."

"I NEED to speak with her!" Otto protested, putting his hands up. "I need to understand why-"  
"Doc." Montana stopped when he was standing right in front of Otto, frowning down at him. "No."

Otto paused...before he gritted his teeth and stood tall, looking Montana right in the eyes, finding his backbone. "You're Sophia's head of security, Jackson...TELL her I NEED to see her!...Please…"

Montana was silent….Peter and Adrian looked towards Otto, stunned at his words. Peter's mind was doing backflips. WHEN...did Dr. Octavius find out Sophia Vincent was alive?  
He tensed slightly….would this...reawaken the quarrel between Flying Fox...and Doc Ock? Play it cool Spidey...nothing's happened yet….

The room was silent...before Montana looked towards Peter, motioning him over. "Come on, kid. You're day's up."  
"But...it's not Thursday-"  
"I said Boss wants to see ya." Montana replied sternly.

"...right…" Peter pushed the microscope across the table and grabbed his bag, turning and beginning to walk towards Montana, before looking towards Adrian. "Do you...mind if I take these notes, Dr. Toomes?"  
"...No….No it's fine Mr. Parker...show me your work in the morning…" Adrian replied, looking stunned.

Peter nodded, putting the papers in his bag and heading towards Montana. The security officer was having a practical stare-down with Dr. Octavius, before motioning Peter towards the door.  
"I'll talk to her, Doc." he replied, turning and following Peter out of the room.

As they left, Otto and Adrian stood in the room...until the door closed.

"WHAT...is going on Otto?" Adrian asked, taking a few steps up. "What's this about needing to see Sophia? I thought she-"  
"She's alive Adrian." Otto replied, turning and putting his hands on his desk, gritting his teeth. "...I saw her...she's alive….she's just as beautiful as I remember her…"

"Wait...she's-" Adrian paused and took Otto's shoulder. "Then this is wonderful news!" He replied, looking elatied. "Otto! You have a chance to-"  
"Adrian, you don't understand!" Otto turned, grabbing Adrian's shoulders and gritting his teeth. "She's….she's changed." He looked down, trembling. "She's...I-...I NEED to talk to her! She's gotten so…. _cold_ …"

Adrian put his hands on his friend, watching as Otto trembled and looked down at the floor, continuing to tremble.

***hw***

"...uh...So…'Montana'?"  
"Officer Brice."  
"Right...Right Officer Brice." Peter rubbed his head as he walked down the hall with the ex-Enforcer, feeling...slightly awkward. "How...long have you been working at Allen Corp?"

"Few years." Montana replied simply. "Boss gave me an offer I couldn't refuse."  
"An offer?" Peter looked up, suddenly curious. "What kind of-"  
"This is for you." Montana turned and handed Peter a letter with the words 'Peter Parker' written on it. "I have no idea what's in there, but Boss wanted me to give it to you and send you off for the rest of the day."

"But it's not Thursday." Peter replied, gingerly taking the note and looking it over...before looking back towards Montana. "It's not a pink slip, is it?"  
"How the heck should I know, boy?" Montana walked towards the lobby, where a woman and a small toddler were waiting. "Boss just asked me to deliver it. I did. Now iffen you'll excuse me." The officer walked past Peter and headed for the woman...whom he embraced warmly.

Peter watched the scene, surprised by the sudden change in Montana's mood as he kissed the woman...and hefted the toddler onto his shoulders, letting off a laugh. The family then turned and headed out of the lobby doors, carrying a cute conversation as they exited.

After a moment, Peter looked towards the note and opened it...before wincing and quickly making sure no one was looking. He then quickly exited the building and waited until he was in a less...populated space, before he read the note.

'Spiderman,

My cover has been compromised. Otto has been made aware of my presence here at Allen Corp. I can't begin to stress the risks that have just been brought up. Please do me a HUGE favor while studying under Octavius. Watch him. Take note of his actions. If ANYTHING raises a red flag, let me know.

~ Flying Fox'

Peter winced at the letter and glanced to the side for a moment. At first he was ready to do exactly what the note had said...but something was amiss.  
...Ms. Vincent was purposefully avoiding Dr. Octavius…  
That...was a bad thing. Maybe Ms. Vincent didn't see it, but there were far more repercussions of her avoiding the scientist, than confronting him.

… _.Maybe it's because all of her previous confrontations were unsuccessful…_  
Peter looked up, a wince on his face.  
 _Ms. Vincent is scared…_

***CP***

Sophia sighed lightly, watching Lexi play on the Central Park playground. She had been avoiding the Allen Corp building for the past two days...and her work was falling behind.  
She had so many things she needed to address….

….but as long as Otto was there...she couldn't be there...no...she WOULDN'T…  
 _I REFUSE...to see him. I won't….I won't….I hate him...I HATE-_

"Hey Sophie."

Sophia gasped, quickly turning and reaching for her waist...only to see a very pregnant Faith, alongside Montana, who had JJ on his shoulders. Letting off a shaky breath, Sophia's thoughts of bitterness were suddenly washed away, as she forced a smile on her face.  
"Faith...Jackson...hey...I didn't know it was lunch hour."  
She patted the seat next to her on the bench. "Please sit down. I'm sure Alexis would love to play with JJ."

Faith smiled and looked towards Montana, who carefully put his son down, who quickly ran to Sophia and hugged her leg. "Aunt Fia! Aunt Fia!" he chanted, causing Sophia to smile and pet his hair.  
"Hey big boy...oh my how you're growing." she responded affectionately.

"He's beginning to reflect his father." Faith replied, sitting next to Sophia and smiling at the boy, who was giggling. "And to think I've got another Jackson on the way."

Montana only snickered at the comment, before he looked down, surprised to see Lexi latched on to his leg.  
Alexis looked up at him with big emerald eyes and smiled widely. "Tana! Tana!"

Montana tilted his head. Did Sophia tell the girl his code name? Eh. No harm. Reaching down, he patted Lexi on the head. "Hey kid. Go play now, y'hear?"

Lexi giggled and quickly turned, running back for the play yard. JJ turned, noticing the movement...and chased after Lexi, both of them giggling as they chased each other.  
Sophia smiled gently at the children playing...they were so innocent...so unaware of all the dangers around them. She wanted that innocence…  
Clearing her throat, Sophia looked over when Montana sat next to Faith, draping his arm around her and kissing her temple.

"So...you two have plans for tomorrow?" She asked, somewhat awkwardly. "I know you didn't get to celebrate Valentine's the other day…"  
"We might have dinner at La'Shine." Faith replied, smiling. "Jack here says their T-Bone is even better than his favorite steakhouse."

"You and your steak, Jackson." Sophia chuckled, shaking her head lightly. "What about JJ? Surely you're not taking a three year old to such a bistro?"  
"Lizzy's going to watch him, because she wants some time with her Nephew before she gets shipped overseas." Faith looked down at her extended stomach and sighed lightly. "...It's been a topic we've been avoiding...but she's going on tour starting next week."

Sophia frowned...and gently put a hand on Faith's shoulder. "I'm sure Lizzy will be just fine." she comforted, letting off a smile. "She's too stubborn not to be."  
"Ain't THAT the truth…" Montana muttered lightly, thinking about his sister-in-law. The woman was...tough...but even she had become like an actual sister to him...much like his growing relationship with…  
Clearing his throat, Montana glanced towards the business woman at the other side of the bench.

"Sophia...I think it's about time you had a chat with Doc."

Sophia paused...and looked down to her phone, typing into it. "...Did you deliver that letter to Mr. Parker, Jackson?"  
"Sophia, yer changin' the subject."  
"Sophie…" Faith looked towards her friend and put a hand on her shoulder. "Otto is devastated. He's finally found out you're alive...and you won't talk to him."

"I have my reasons." Sophia replied, her tone getting guarded, and her body tensing up.

Faith was silent for a moment, before she frowned. "Sophia, you're scared."  
"...No."  
"You're scared of being hurt! Believe me, Sophie, I know what it's like to be scared of being hurt by the one you lo-"

Sophia stood up and glared darkly towards the two, which made Montana frown towards Sophia, tightening his grip on Faith...  
For a moment, the air was tense…

"Sophia...Otto _loves_ you." Faith breathed, wincing at Sophia's look. "And he's hurting...so badly. You NEED...to talk to him."

"...I have nothing more to say to Otto." Sophia replied harshly, crossing her arms. "I _**hate**_ him."

The group heard something fall to the ground, and quickly looked over when a cry was heard. Over at the play area, Alexis had fallen, and was clutching herself as though she were in pain. She let off a cry, panting as though she could barely breathe. Beside her, JJ had stopped playing, and was looking at the small girl, confused.

" **Alexis**!" Sophia suddenly dropped her phone and rushed over, kneeling by the child and quickly taking her into her arms. "Alexis, shh shh shh...It's ok...It's ok honey...breathe...breathe honey…"

Montana quickly rushed over as well, looking over the situation and holding out an arm, so JJ wouldn't interfere. "What happened? Is she breathing?"  
"Yes...she's gasping though…" Sophia panted and looked over the small child, who was clutching herself...before she finally started crying. Sophia held Lexi close to herself, shushing the toddler and rubbing her back. "It's ok sweetie...it's ok...Ms. Sophia's here...I've got you, darling…"  
"...kaasan...kaasan…" Lexi whimpered, tears running down her tiny cheeks.

"...JACKSON!"

Montana quickly turned, hearing Faith cry out...before he swiftly stood, TACKLING a man to the ground.

Sophia gasped and picked up Lexi, turning as she saw Montana struggling with a large man, who was joined by two other men, all of them holding guns and aiming it at all of them.  
Gritting her teeth, Sophia got in front of JJ and held Lexi close. She turned her head and cursed herself. Faith! Faith was unprotected!  
Montana was struggling with a man, and the other two were aiming weapons at herself and Faith!

What could she DO!? She didn't have enough time to release the Flying Fox! She'd have to put the children aside!

She didn't have time to think...one of the thugs suddenly looked down when a circle appeared below himself...and he fell through it.  
Sophia quickly turned. What the-

"AHH!"

She turned again...the other thug had disappeared.

The thug struggling with Montana suddenly had a circle appear over him...and he got sucked upwards, the circle dissapereing before Montana could get sucked in.  
Panting, Montana scrambled up and pressed a button on his wrist, activating his Shocker suit and quickly getting in front of Faith.  
He looked around quickly, spotting Sophia...his eyes widening. "SOPHIA! BEHIND YOU!" he yelled, quickly charging up his blasters.

Sophia quickly turned, ready to put Lexi down and take out her whip...but before she even knew it, she felt...lighter...her surroundings suddenly looked...weird. As if she was in a parascope…  
Letting in a breath, she quickly looked around her...she still had Lexi in her arms...but around her, Shocker, Faith and JJ were...outside of this weird...bubble.

"Sophia L. Vincent."

The woman quickly turned, narrowing her eyes when she saw a man in a cape walking towards her. "Ailes 'The Flying Fox', ailes-"  
"Who are you?" Sophia suddenly growled, holding onto Lexi tightly, her eyes dangerous. "What do you want with me?"  
"My name is Dr. Steven Strange." The man introduced, finally stopping his stride once he was in front of her and placing his hands behind his back. "And I have some questions for you."  
"Likewise, I'm sure." Sophia replied, frowning. "Are you here to fight me?"

"I hope not, but luck favors the prepared." The man made a motion towards the girl in her arms. "Though I'd rather not tarnish her view of this dimension."  
"Dimension?"  
"Yes, Miss Vincent; That child you're holding is not from the area." Dr. Strange replied seriously. "She is either from a different dimension, relm or time. I'm here to find out which one it is, and to send her back."

"...What?"

***AC***

"Hello, welcome to Allen Corp." Sarah the secretary looked over her desk, seeing a tall man with dirty blonde hair and a cane strolling in. He seemed to be well dressed as he had a black and white suit on, covered by a long yellow overcoat. "Do you have an appointment sir?"  
"Not yet." He replied pleasantly, smiling and leaning against the desk. "Though I would LOVE to have a meeting with Sophia L. Vincent! When's her next opening?"

"Is she expecting y-" The secretary paused and put a hand to her head. Strange...she suddenly forgot what she had been trying to say. Shaking her head slightly, she let out a breath and looked upwards towards the man, looking confused.

He merely smiled at her in return. "You were just putting me down for Ms. Vincent's earliest opening." he said casually.  
"...Right. May I get a name sir?"

"Cipher. Just Cipher." he replied, tipping his hat at the woman.

"Of course Mr. Cipher." Sarah looked down at the screen and began typing. "Ms. Vincent's earliest appointment is...Tomorrow afternoon at 1."  
"Sounds great! You're a doll" Cipher replied, winking at her and setting down a card in front of her. "I'll show myself out."

"Yes sir."

Cipher turned and slowly headed out of the building, an evil smirk on his face...before he glanced to the side where a very ANGRY man was arguing with a security officer outside.  
Interesting.  
Making his way over to the scene, he twirled his cane casually.

"I REFUSE to continue being screened by cops!" Rex yelled, shaking his fist at the guard, who was looking unamused. "You tell Sophia to get DOWN here! I'm not going to let that piece of TRASH order me around like a-"  
"Mr. Ryder, if you do not leave the premises, I will have no choice but to have you arrested." the guard frowned sternly. "Ms. Vincent is being extremely generous to allow you IN the city-"

"THAT'S A LOAD OF BULLCRAP!" Rex seethed. "NO USELESS DAUGHTER OF MINE IS GOING TO-"

"Now now, gentlemen. Manners are in order."

Both Rex and the security officer looked over as Cipher casually walked up, a grin on his face. "Mr Rex Ryder!" He greeted pleasantly. "JUST the man I wanted to see!"

"I don't know WHO the heck you are, but SLAG off!" Rex snarled, pointing at Cipher. "I have a daughter to punish."  
"What a coincidence! I'm sure Sophia would love to here from her dear ol' dad, huh?" Cipher twirled his cane. "Though I'm sure getting past security is a hassle huh? Lemme help with that."  
He snapped his fingers and almost instantly, the guard that Rex had been yelling at fell to his knees and crumpled to the ground, unconscious.

"What the-" Rex paused and took a few steps back, stunned by what he had just seen.

"Now then! Rex Ryder...are you a man interested in making a deal?" Cipher asked, tipping his hat...and grinning evilly.

***Disclaimer***

Uh-oh... Sophia's holding onto her hurt...  
Will she give in to chaos?

Will Otto be able to talk some sense into her?  
WHO is after Montana?!

Find out, in the next exciting episode of Drago-uuuuhhh- RISE!


	7. Churning

***AC***

"The child you are taking care of is from a different existence." Dr. Strange reported, sitting in the chair across from Sophia's desk. He had almost insisted for her to come to his area, but Ms. Vincent proved to be...stubborn.  
She was sitting at the desk, Lexi in her lap, and a guarded look in her eyes. Shocker stood beside her, arms crossed and a dangerous look in his own eyes. Dr. Strange continued, "What information I have managed to find out about her is that her name is 'Alexis', 'Lexi', or 'Amo'"

"Who in thar right mind names a kid 'Ammo' as a nickname?" Shocker scoffed.  
"It's pronounced 'Ah-mo'" Dr. Strange replied calmly. "Are either of you thirsty?" He asked, a cup of tea suddenly appearing in his hand out of nowhere. "This may take a while to explain."

Sophia's eyes widened, Shocker's mouth dropped, though it was hidden by his mask.  
Out of nowhere, two teacups appeared on Sophia's desk, one close to Sophia, the other closer to where Shocker was standing.

"Ah!" Lexi clapped, bouncing on Sophia's lap and holding out her hands, looking expectant.  
After a moment, a sippy cup suddenly appeared in her hands, and she drank at it readily.

Shocker's eye twitched at the action...before he glared towards Dr. Strange. "What are ya? Some kind of demon?"  
"No, actually." Dr. Strange replied. "Demons are far uglier than some people in this room."  
"Why you-"

"Gentlemen." Sophia muttered in warning, earning the attention of both of them.  
For a moment, she was silent, before she leaned forward, keeping her grip on Lexi as she drank from her little cup. "Mr. Strange-"

"Doctor."  
"...Dr. Strange….apologies…" Sophia frowned. "I have a bad history with Doctors."

Her comment was acknowledged with a dismissal wave from Dr. Strange's hand, signaling no offence was taken.

"Dr. Strange, I'm afraid your claims on this child is...hard to understand." Sophia frowned lightly. "I'm not about to say it's impossible, because the impossible has been done far too many times...but this…"  
"I understand completely." Dr. Strange replied, making a motion towards Lexi. "Truthfully I'm only here to try and send her back to where she belongs."

"And why should we trust you with the little one?" Shocker asked, taking a slight step up.

"Well I could probably say the same about you...I mean you two aren't her parents right?"

Sophia and Shocker suddenly paused...and promptly moved away from each other.

"I'm happily married." Shocker said quickly.  
"And I'm pledged to someone else." Sophia replied, just as quickly.

"Huh...interesting...I thought you hated Otto Octavi-" Dr. Strange began.  
"Dr. Strange, if you're going to send this girl home, please do so." Sophia stood, holding Lexi to herself. "And please...PLEASE make sure she gets to her parents."  
"Oh of course, I wouldn't be a good doctor if I didn't care for pediatr-" Dr. Strange stood and reached for Lexi...only for a surge of energy to suddenly knock him back.

Sophia was knocked back as well, SLAMMING into the wall and landing on her back, groaning.  
"Sophia!" Shocker looked over, startled for a moment, before he turned and aimed his shockblasters towards Dr. Strange...who was…on the OTHER side of the room, groaning.

On the floor, Lexi sat on her toosh and laughed, clapping her hands.  
"Moichido! Mo mo!" she giggled, clapping and getting herself up, toddling towards Dr. Strange. "Misaki! Misaki!"

Almost as soon as she got near him, another wave of energy hit him, sending him further into the wall. Alexis was sent flying, but was caught quickly by Shocker.  
Shocker looked over Lexi and gawked, but she continued to giggle...before looking towards Dr. Strange, who was pushing himself up.

"Well...that's never happened before…" He muttered.

***SW***

Montana sighed as he finally got to his apartment floor. Today had been...strange...the man paused and made a sarcastic look at...well...himself.  
Who WAS that guy? What did he MEAN the little girl Sophia was taking care of wasn't from their dimension? Where EXACTLY did she belong? Where did that guy learn all of his...magic?

"AAAAAAAAAAAAAAHHHHHHHHHHH!"

Montana's heart suddenly froze when he looked up to the SHRIEK that filled the apartment halls, and he broke into a run.  
Was that Faith?! Was she hurt!? Did the Big Man find out where they lived?! WAS SHE IN EARLY LABOR?!

BURSTING into the door, he panted and looked around frantically.  
"WHAT HAPPENED?!"

"JACK! GET IT!"

Montana paused when he saw his heavily pregnant wife standing on the couch...more like scrambled on the couch, pointing franticly towards the ground. Looking down to what she was pointing at, all he saw was JJ looking curiously into one of Faith's boots that Montana had bought her.

"GET IT!" Faith screamed, trying to get as far away as she could from the shoe. "IT'S GOING INTO MY BOOOOOOOOT!"

Montana's mouth hung open for a moment, before he walked into the living room, gently shooing JJ out of his way and taking the boot, eyes narrowing. Reaching in, he managed to grab ahold of something…  
...and pulled out a small frog.

He blinked...and blinked again. Biting his lip lightly, he looked towards Faith, who was scrambling closer to the wall.  
"...This?...This is what yer' praddlin' about?"

"GET IT OUT! FLUSH IT DOWN THE TOILET! THROW IT OUT THE WINDOW! **GET RIIIIIIID OF IIIIIIIIIT**!"

Montana couldn't help but smirk, a snort escaping him as he held the little frog by its hind leg...and showed it to Faith. "Aw com'on, Fay. You're not scared of this little guy are ya?" he chuckled, taking a step towards her.

" **GET IT AWAY FROM ME**!" Faith climbed further on top of the couch, gripping the wall for dear life.

Montana couldn't contain himself...he started to chuckle. After the long tense months...and everything that had been happening...he NEEDED this! Faith was acting like...well...a little girl!  
And it was ADORABLE!

After a moment, Lizzy ran into the apartment, looking spooked. "WHAT HAPPENED?!"

Montana looked over, grinning at the sight of his sister-in-law, and held up the frog. "We had ourselves an uninvited guest is all." he chuckled.  
"So THAT'S where he went!" Lizzy walked inside and put her hands on her hips. "I've been looking for him!"

"You- WHAT?!" Faith gritted her teeth. "What do you MEAN!? You can't have pets! You're fixing to go on TOUR!"  
"Oh my neighbor's little girl asked me to take care of her frog while they went on vacation!" Lizzy replied, taking the reptile from Montana's grip. "He got away from me this morning and I've been looking for him."

"LIZZY! GET THAT THING OUT OF MY APARTMENT!" Faith yelled, pointing for the door.  
"Aw what's wrong, Faith?" Lizzy grinned, cupping her hands with the frog inside. "You've grown up in TENNESSEE!...What happened to your inner country girl?"

"LIZ! I do Chickens, Cows, Horses, Dogs, Cats, and SOMETIMES rats!" Faith shuddered and her grip on the wall tightened. "I do NOT. DO. REPTILES!"

That was it...the rock that blew the dam…  
Montana started laughing...laughing good and HARD...he was joined by Lizzy, and ultimately JJ, who just thought everyone was laughing to laugh.

"JACKSON! YOU ARE SLEEPING ON THE **COUCH** TONIGHT!" Faith snarled.

***SW***

"Boss...we tried to end him...but he's too good! His Shocker powers are too much for normal people!"  
"Besides! He had MORE help today! These-...HOLES appeared out of NOWHERE and threw us all the way to Jersey!"

The boss frowned, looking out the window and narrowing his eyes. "Montana's not a mercenary for nothing...He's got experience on his hands."  
He looked towards the thugs, a glare in his eyes. "But magic is something he does NOT have."

"But it's the truth-"

 **BANG!**  
The other two thugs gasped as their partner fell to the ground, a fresh bullet wound in his head.

"So this is the best New York has to offer me? Fine...I'll kill Montana myself."

 **BANG!**

One of the other thugs fell to the ground, clutching his chest tightly, struggling to breathe.  
The last thug panicked and ran for the door, fumbling with the locked door.

"And I'll do it in the most agonizing way for him...I'll tie him up and make him WATCH as I kill his children one by one."  
 **BANG!  
** "Then I'll take his precious wife and kill her slowly and painfully…"

The third thug lurched as he struggled with the door. He slid to the ground and fell on his side, blood escaping his stomach area. He let out a wheezing sound, before his eyes lulled back in his head.

The second thug continued to struggle to breathe, finding himself choking on his own blood and whimpering as Fancy Dan stood over him, aiming his gun at his head.  
"Before I finally put a bullet in his head…like this."

 **BANG!**

***AC***

She made sure the last of the tools were restocked. One of the interns had failed to restock the closet...she'd have to have a chat with him. Sighing, Sophia closed the closet and turned, heading for the lab's tables, checking her watch.  
12:30...she had a meeting in thirty minutes...and lunch ended in twenty minutes.

She needed to pick up the pace.  
Setting her clipboard down on one of the tables, she began to write down a note. Supplies...cleaning supplies, office supplies...more glass viewers for the telescopes…

She didn't hear the door open...she was too busy thinking about what she needed for the lab.

Sophia looked over her list and let off a slight nod of approval. That should do it. All that was left was to have what meetings that were left...and draw out new paperwork.  
She needed another manager…

"...Sophia…."  
Her ears suddenly perked under her hat...and her nose was suddenly on alert. Sophia gasped, tensing...before she turned around, wincing. Behind her was Otto Octavius...and he was blocking the stairs.

The business woman was silent...before she stood tall, frowning and balling her fists.  
"...Dr. Octavius." she muttered. "...I was just leaving."  
"Please, Sophia" Otto took a step up, reaching for her. "I need to speak with you."

Sophia frowned...and crossed her arms. "I have nothing more to say."  
"Then don't speak! Just hear me...please Sophia…" Otto reached for her...to which she backed away, reaching for her waist.

Otto paused and took a step back, surprised that she was reaching for her whip.  
"Please Sophia! Why? Why didn't you tell me you were alive?!" He panted for a moment, putting a hand to his chest. "I thought you died! I lost my world! I didn't have a reason to-"  
"Why WOULD I share that information with you?!" Sophia snapped back, waving a hand in the air aggressively. "Do you HONESTLY believe, after EVERYTHING you've put me through, that I would tell you 'Oh by the way, Otto, I'm alive. Please carry on with your life of madness'?!"

The remark made Otto gawk...before he gritted his teeth. "Is...Is that how you view me now? Nothing but a mad person?!"  
"I view you as the one who threw away everything he believed in!" Sophia replied hotly.

"Sophia! I'm SORRY!" Otto shot back, putting his hands out. "What I've done was inexcusable!...but...but You've-...You've wronged me as well!" The scientist panted...and continued. "I thought you DIED! I was heartbroken! I HATED myself! I tried to kill myself THREE times!"

The look on Sophia's face suddenly went from being guarded...to utter horror. Otto...tried to KILL himself!? Were THOSE the 'episodes' that Montana had tried to warn her about?  
She-...She had almost lost Otto...oh my God...Oh Otto….

Otto put a hand to his head and fought back tears...before he looked back towards Sophia in frustration. "Listen...LISTEN to me Sophia! You have NO reason to trust me...I understand that….but you've wronged me! I was living with your supposed death! I was ripped apart! And then...I find out you were alive...this whole TIME!" Otto panted and took her hands in his, yet gave her an angry look.

"Do you know what it's like to have your heart ripped out?! To find that you've practically been... _betrayed_?!"

For a moment, Sophia was silent...her look of horror...slowly melting into pure...unbridled...RAGE.  
"YES!" She screamed, YANKING her hands away from him and taking a few steps up. "I know EXACTLY what that's like!"

Her words echoed around the lab, shaking a few glass beakers...and piercing Otto's chest. He looked towards her in anger...before his expression changed...into realization.  
Sophia stood over him, panting...before she threw a hand up. "I know what it feels like to have your heart ripped apart, piece, by treacherous piece!" She advanced on him, making him take a few steps back. Fire BURNED in her eyes...and were not extinguished when tears came to her eyes...and started spilling down her cheeks. "To watch the one you love turn his BACK on you! To see him choose a path of destruction!"  
She panted and blinked harshly, allowing more tears to run down her cheeks. "And when you try to protect him, and get him back; he STABS YOU IN THE BACK!"

Otto panted and continued to retreat, his own eyes starting to fill with tears.  
... _Sophia….Sophia no_ …

"I know what it's like to try OVER AND OVER to return the one you love to his senses!" Sophia continued, waving a hand in the air for emphasis. "To try to tell him that you love him; and he turns his BACK on you, claiming that YOU are the one who is WEAK for your LOVE!"  
Otto found his back pressed against the wall, Sophia stopping right in front of him. "I know the agony of the one you love calling you NOTHING, when HE is your EVERYTHING!"

"...Sophia…"  
"YES, Otto! I know EXACTLY how it FEELS, to have your heart **DESTROYED**!"

The lab was quiet...the only sounds was the labored breathing of Otto Octavius...and the harsh panting of Sophia Vincent.  
Both of them had tears streaming down their faces...and they didn't look away from each other.  
It was just them...and a burning past that hurt like knives.

Otto shut his eyes, lowering his head slowly. His tears flowed down his cheeks like rivers...before he slowly opened his eyes and reached his hand for the woman before him.  
 _What have I done….How could I have allowed this to happen?...Oh...WHAT...Have I DONE!?_  
"...Oh Sophia…" he whispered.

Sophia continued to pant, a shaky sob escaping her...before she gasped sharply, feeling her phone vibrate. Wincing, she quickly fumbled for her phone and put it to her ear. "...V-...Vincent here…"

"Ms. Vincent. Your 1 o'clock is here."  
"...Yes...Yes of course...I'll-...be right there."  
"Ms. Vincent are you alr-"

Sophia hung up the phone, and wiped her eyes, forcefully bottling her emotions...trying to force her tears back. She looked towards Otto...who was watching her, a look of brokeness on his face.  
Both of them were silent...then Sophia turned and started walking for the stairs.

"...Sophia," Otto breathed, reaching out for her. "...I'm...so...SO sorry…"

The woman stopped walking and glanced behind herself...before continuing up the stairs and out the door. She clutched her chest as she walked.  
 _Go BACK in there, Sophia! Tell him you still love him! Embrace him! LOVE HIM!  
I DO LOVE HIM!...I DO __**NOT**_ _TRUST HIM! NO AMOUNT OF WORDS WILL EVER EARN THAT BACK!  
...But he's hurting just as much as I am..._

Sophia put a hand on her office door, wiping her eyes, feeling her heart start to soften. Otto had cried...in front of her…  
He...He had tried to kill himself...how could she LIVE with herself if she had gotten the news that he had taken his own LIFE?! His blood would practically be on HER hands!  
.. _.Oh Otto..._  
She suddenly paused when she walked in and saw a man in her office, casually leaning back in one of the chairs.

"Ah! If it isn't the boss lady herself!" He stood and walked over smoothly, taking her hand and kissing the back of it. "Nice to finally meet you Sophia Vincent! Name's Cipher!"  
When he kissed her hand...a sudden **LOATHING** for life suddenly hit her...she hated Allen Corp...she hated Faith...she hated Clover...she hated New York…She hated Peter...  
She **HATED** Otto…

Sophia retracted her hand quickly, the sudden HATE in her soul...dissipating. For a moment, she seemed stunned...before clearing her throat. "...Mr. Cipher...please have a seat…"

…. _what was that just now?._...

***DIS***

So...this is where I begin the whole "Reviews" Chatter...

I'm not going to start. No reviews, no new chap.

And this isn't a "Gravity Falls" crossover, because I have marveled Bill Cipher...that and it will only allow two buttons.


	8. Cloudy Revelations

***HW***

Montana walked down the hall, checking his phone for any possible messages from Faith or Sophia. Yesterday had been...strange…  
He paused when he realized the pun that HE had made and rolled his eyes. The sooner he got this day done and over with, the sooner he could get home and plan.

Since Lizzy was going to ship out...Faith was...stressed. And that wasn't good for an expecting mother.

"OOFFF!"

Montana's eyes snapped open and he grabbed the person who had bumped into him and reeled back his fist.

"Whoa!" Peter put up his hands quickly, a wince on his face. "...uh...I come in peace?"

"...Boy, you've got to learn to announce yerself before coming in." Montana muttered, letting Peter go and dusting off his hands.  
"Uh well, I...took the back door?" Peter glanced to the side. He had stopped an early morning carjacking...and had almost been late, therefore had swung to Allen Corp and changed in a janitorial closet. He still had to check in with Dr. Octavius before he saw Ms. Vincent.

He really needed to have a word with her…

"Humph...come on." Montana motioned him to follow. "I'm sure the Boss is gettin' finished with her meeting."  
"Shouldn't I check in with Dr. Octavius?"  
"No." Montana replied, looking back. "The Doc's probably riled up at the moment."

"What do you mean? Is he ok?"  
"He's a little upset at the moment."  
"Why?"  
"That ain't none of yer business." Montana continued to walk, looking straight ahead.

"...Is he in trouble with Ms. Vincent or something?" Peter asked, walking behind Montana and watching him closely.  
"You could say that. But you'd be wise to drop the subject." Montana replied, glancing towards Peter. "This isn't a business problem."

 _So it's a personal problem…_  
Peter pursed his lips and looked to the side for a moment.  
 _Maybe good ol' Foxey REALLY needs to have a chat with the Doc...But...I can't say I blame her...I was THERE...I listened to her plead with him each time she encountered him.  
He practically spat in her face each time…  
How exactly do you convince someone to try again when they've failed each-_

"...going down towards Hoboken later. Though I do TRULY appreciate the opportunity Ms. Vincent."

Both Peter and Montana suddenly stopped walking when they heard a very...sinister voice coming down the hall. Turning the corner, they saw Sophia Vincent walking down the hall with her hands behind her back...and a tall man beside her, with dirty blonde hair and an eyepatch over one of his eyes.

Montana's skin crawled, and Peter could feel his spider senses tightening.  
Something about this guy talking with Sophia...struck a bad chord. It only intensified when the man looked over towards them and grinned in greeting.  
Peter felt like he needed to take a shower….Montana...wanted to punch this guy's lights out.

Cipher looked back towards Sophia and tipped his hat. "Perhaps we could meet up for lunch? I'd love to get to know YOU a little better Ms. Vincent."  
"I appreciate the offer, Mr. Cipher; but I'm spoken for." Sophia replied, stopping her walk and looking towards the blonde haired man. "Your views are interesting...and they leave me to ponder. But for the moment, we'll have to keep this on hold."  
"Of course, Ms. Vincent." Cipher grinned and tipped his hat once again. "I'll show myself out then."

"Good day, Cipher…"

"Gentlemen" Cipher cooed pleasantly, smirking as he passed the two watching him.

After he entered the elevator, Montana quickly turned and approached Sophia. "Boss...you ok? Did he bother you? I'll have the entire building's security after him if he-"  
"Relax, Jackson, it was a simple proposal." Sophia looked towards Montana, her hands behind her back. "I declined."

"Did he seriously ask you to marry him?" Peter gave a face. "Uh...ew?"

Both Sophia and Montana gave weird looks towards Peter...which suddenly made Peter feel sheepish.  
Right...BUSINESS proposal...not wedding proposal.

Montana looked towards Sophia and put a hand on her shoulder. "Sophie...that man's bad news."  
"What makes you say that?"  
"I've been a merc for 10 years, Sophie...I know a rat when I see one." Montana replied lowly.

"Ms. Vincent...I'm going to have to agree with Officer Brice." Peter stated, taking a step up. "That guy gives me the creeps."

Sophia pursed her lips and looked down the hall, frowning lightly. So...this guy was not only setting off red flags with Montana...but Spiderman as well.  
If he came back, she'd have to be on high alert.  
Letting off a breath, Sophia looked towards Montana. "Thank you Jackson. Please ensure he leaves my building. I want to have a quick word with Mr. Parker."

"Ma'am." Montana turned and headed for the elevator. Peter watched him for a moment, before looking towards Sophia, who motioned him to follow her.  
After walking a little ways, they managed to get to her office, which she closed and locked the door behind her. She let off a sigh and headed to the window, looking outwards towards the Hudson and frowning.

Peter was silent for a moment...slowly approaching her and looking out the window as well.  
"...thinking about a certain someone?"  
"I can't get him out of my mind." Sophia admitted, crossing her arms and sighing. "I should have sent someone else to do this job...but I was the one responsible for it."  
"...Uh...Fox-...Ms. Vincent?" Peter looked towards Sophia and winced. "About...me watching Dr. Octavius-"  
"I'm sorry...I overreacted to be honest. It's not an obligation, Peter…"  
"...I know it's kinda out of my jurisdiction…but...maybe you should talk to-"

"I'm going to stop you right there, Peter." Sophia replied, turning and heading to her desk, sitting down and sighing. "Words are nothing...they can't be trusted."

"But…" Peter turned and slowly approached Sophia. "...you apparently gave Shocker a second chance….Why not Doc?"  
Sophia looked towards Peter...and smiled sadly. "I did give him a second chance...I gave him this job...I bought him a house...he still has my heart...but he doesn't have my trust…" The woman faced him fully, resting her hands on her lap. "...Do you recall the last time I was here?...How Flying Fox avoided and shunned Spiderman?"  
"...Yeah...I remember"

"What do you think Spiderman did to earn Flying Fox's trust?" Sophia asked, looking serious. "Was it by telling her she could trust him? Or by showing her she could trust him?"

***CS***

"Alright sir, your total is $9.64, please."

Otto reached for his wallet and patted his pants...before he groaned lightly, realizing that he had left it at home. Great...what could he do? "...I-...I'm sorry, I'm going to have to cancel-"

"I've got it."  
The scientist paused and looked over when a shorter woman came up and handed the server her credit card. "Put it on that, please."  
"Yes Ma'am"

Otto winced, and looked towards the woman, putting his hands up. "Miss, please; I don't want to impose-"  
"Oh nonsense." The woman looked towards him and smiled lightly. "It's not a problem. Anything for the one Sophie loves."

Otto paused at her statement and looked at the woman, adjusting his glasses. "Wha-...I-...I'm sorry...do I know you, Miss?"  
"Not personally. We've only met once." She offered him her hand and smiled. "I'm Becky."

Flashes of his life as Dr. Octopus suddenly came to him...the breaking out of the prison...the regrouping...the hijacking of the hotel….  
...The Receptionist…

"O-Oh….Miss Becky...yes of course. I do apolo-"  
"Come sit with me"  
Otto blinked at her invitation and hesitated...before he took his coffee and his bagel, slowly following the woman to a table. Once she got herself comfortable, he slowly sat across from her.  
"Miss Becky, I honestly don't want to intrude-"

"Dr. Octavius, I want to share a few things with you." Becky looked up and smiled lightly. "Would you be so kind to listen?"

The Scientist was silent for a moment, folding his hands on the table and trying to avoid eye contact with her. This woman didn't make sense to him. She was one of the many he had terrorized when he was Dr. Octopus...so why was she having breakfast with him like he was an old friend?  
There was a moment of awkward silence between the two...before Becky sipped on her drink and gently set it down.  
"I take it seeing Sophia again was hard."

"...She told you?"  
"No. Jackson did."  
Otto paused and looked towards Becky, a look of confusion on his face. Becky only smiled. "And for the record, I hold the hotel over his head all the time. But he's become a good friend." Her look slowly got serious. "I wonder...has Sophie ever told you about her childhood?"

"...Well...no, actually." Otto replied truthfully, taking a small bite of his bagel. "Whenever I brought it up at Tri-Corp, she'd respond by asking me about my experiments. I usually let it go, thinking she was more focused on her work."  
"I've learned through my 10 years of knowing Sophie...she tends to avoid subjects that bring her pain." Becky folded her hands on the table. "She doesn't like to cry in front of others...she feels she has to be strong for others."

Otto looked up, interested. Wait...she felt she had to be strong for everyone? And this was ongoing for 10 years? Not just 4?

Becky smiled slightly when she noticed she had Dr. Octavius' attention.  
"Dr. Octavius...I get the feeling that Sophia still loves you very much...I mean, she pledged you her heart; and no Vincent woman has ever gone back on that."  
"She-...made a pledge to me?" Otto looked confused. "She never-"  
"She gave you her butterfly necklace, right?" Becky asked. "When a Vincent gives this butterfly to the one she loves, she's pledging her heart to him…and ONLY him."

Otto froze, his chest tightening. The necklace...the one she had given to him before the accident with the bat...the one Dr. Octopus had crushed…  
That had been...a pledge? She never told him! She never-...well...she had tried to say something that day...but she had been pulled away…

"Dr. Octavius-"  
"Why are you telling me this, Ms. Becky?" Otto looked up, gritting his teeth lightly. "...It's...painfully obvious that Sop-...Ms. Vincent hates me now."  
"No she doesn't." Becky replied. "She's trying to CONVINCE herself that she hates you."

Otto was silent...Becky continued.  
"Dr. Octavius, Sophia was raised in an abusive home. Her mother pledged her heart to her father...and he trampled over it." The woman rested her chin on her hands. "Rex Ryder never cared for Moriah Vincent, he merely used her as a sex toy. He had charmed her in college and she fell for his charms...and a Vincent never chooses a second partner. Not even if they die."  
This information...surprised Otto, his eyes widening at the news.

Becky continued. "Moriah proceeded to have children...she gave him two sons...and then she had Sophia. Rex...took this as a failure."  
"What?" Otto looked stunned. "How is that a failure?"  
"Rex didn't want a daughter." Becky replied. "He was very...sexist truthfully. After Sophia was born, Rex got really violent with Moriah, and he wasn't too gentle with Sophia either. After a few years, Mark was born...but Rex separated from Moriah, taking the boys and leaving Sophia with Moriah."

Otto's chest tightened, a feeling of horror hitting him.  
...Sophia had been abandoned before…

"Sophia grew up with Moriah's morals." Becky continued, looking serious. "She learned that love was a strength...she learned that God uses love to speak to everyone...but they have to decide how to receive it. When she was 13, Rex and the boys came back into their live." Her look got dark. "He had gone for years as an 'upstanding citizen' and was an honored police officer...He apologized to Moriah...said he loved her...he spoke tenderly to her, and Moriah welcomed him into her house….but not a month later, Rex was back to being his abusive self."

Becky paused and took a sip of her drink to wetten her dry mouth. "He proceeded to rape Moriah over and over again...Sophia tried to do what was right...but she got beaten, multiple times. Rex talked down to her, saying she was useless and weak. He told her she was ugly and worth nothing. He...He tried to drown her once…"

Otto suddenly stood, leaning forward. "WHAT?! What kind of father-"  
"Dr. Octavius, just because one can sire a child...doesn't make them a father." Becky replied seriously. "A Daddy loves his children and does EVERYTHING he can to protect them, even if it means lying down his life. Rex is NOT a true father…" The woman paused and continued. "Eventually, Sophia went off to college and started living with her friends. Mainly me and my sister Mary. She kept busy...she never stopped...she did everything she could to be stuck in studies and always working. That, and she figure skated...if she wasn't studying, that meant she was on the ice...it was her passion"  
Becky looked up. "...she eventually got noticed by Allen Corp...and sent off to Manhattan...and that's when she met you."

The scientist paused, absorbed in the story.  
"Dr. Octavius, after she was interning for Allen Corp while studying with Tri-Corp...she would call me every two days to brag about a particular scientist. She praddled about how brilliant he was...how kind and gentle he was...how cute he was when he stammered."  
Becky rested her chin on her hands again, a small smile on her face. "I can't begin to count all of the 'Dr. Otto Octavius is the most brilliant man' stories I heard….I got so sick of it." Becky chuckled and sighed lightly.

Otto had a slight blush on his face. Sophia...had praddled on and on about...HIM? He had never considered himself worthy of being in the spotlight...well...before becoming Dr. Octopus at least...Still...even now, he wanted to keep his head down…  
But...

"Sometime before the accident...Sophia's mother was killed...and she avoided the funeral because she knew Rex and the boys would be there." Becky paused. "She didn't trust any of them...not even her brothers at the time...She told me she was heading off to Nevada to accept the promotion from Ai Rosalynn...but she was torn, because she had fallen in love with you."

The scientist looked up, feeling his heart quicken.

"Dr. Octavius, the ONLY reason she didn't stay in Manhattan wasn't because of the bat accident...it was because Rex Ryder lives in Hoboken New Jersey. She wanted to get as far away from him as she could, because she couldn't trust his words." Becky paused and continued. "I'm a…'Words of affirmation' person. I seek feedback...I WANT people to tell me what they think of me...of my work...of anything. I thrive on feedback and sweet words, If I don't have feedback, I tend to get frustrated...but words don't work with Sophie, Dr. Octavius. So many people have told her one thing, and then turned around and did another...she's learned not to trust anyone...particularly those who are closest to her." She looked away for a moment. "...Some time after she came back to Manhattan to buy out Tri-Corp...she discovered that...it was her father who murdered her mother."

Otto paused, dropping his coffee and letting it spill all over the table. Becky suddenly flew up and grabbed the cup, bringing it to the center of the table, before grabbing as many napkins as she could and started to clean the area.  
The scientist on the other hand...couldn't move. Sophia's father had...KILLED her mother? WHY would ANY self-respecting boyfriend have the AUDACITY to-

...Right...Dr. Octopus' final battle with Flying Fox…  
...he had killed h-...well...he had THOUGHT he killed her…  
Otto looked towards the table, gritting his teeth. Sophia's pain….was far greater than JUST him...He had reinforced her need to NOT trust anyone.  
He had...become exactly what she feared...and THAT'S why she was pushing him away..

...she...was scared…

"...I need to talk to her…" Otto mumbled, starting to stand up.  
"No Dr. Octavius."  
Otto looked towards Becky in confusion.

"I told you...words don't work with Sophie." Becky continued to clean the table, before looking towards Otto. "You need your actions to do the talking. Your actions will ALWAYS communicate what's truly in your heart. Actions speak much louder than any words can…I mean look at Sophia…" Becky looked seriously towards Otto. "Her actions are painfully obvious...she's trying to push you away….because she's still deeply in love with you…And she's scared if she lets you close to her...she'll be hurt again."

***SW***

Veronica landed on the top of the freedom tower, being shielded by the dark of the night. She willfully turned her flames down, the only flames coming from her being at her knees and her elbows.

Walking across the observatory, she approached Cipher, a slight smirk on her face.

"So, henchmanic, what did you find?" Cipher asked, not bothering to face her, but keeping a watchful eye on the city.  
"I've found that we're in the perfect period to change a few things up." Veronica replied, kneeling down and grinning evilly. "The Fox only trusts Spiderman. Literally! That's the ONLY one she trusts...aside from her four lifelong friends."

"Hmmm, I thought Shocker had made the trust list?" Cipher turned slightly, grinning. "This makes things...interesting."

"Apparently he's gained her confidence, enough that he himself guards the things taken by the Fox. But he's only earned half of her trust." Veronica replied. "Which is interesting, considering the Fox knows Nick Fury better than Spiderman."

"It's probably the boy's lack of experience." Cipher replied, looking thoughtful. "I've been keeping a close eye on this 'Rex' Character." He grinned and turned to face Veronica fully.  
"He should be a key player for us." Twirling his cane he approached Veronica. "The more we toy with the Fox's emotions, the easier it will be to alter reality. The more I can get her NOT to trust others, The easier it will be to convince her to make a deal!"  
He laughed evilly. "And enter Demona! The beginning of the end of existence as we know it! HAHAHAHAHA!"

***FT***

"It's been a MONTH!"  
"That message should have been delivered by now!"  
"Can you track her?"

The figure typed hurriedly at his computer, frowning seriously. "I put a location chip in her bracelet, same as I did with-"  
"A location chip?" A man in a red and yellow suit and a lightning bolt on his chest looked over, waving a hand lightly. "Uh, hate to break it to you, but she's not even in our reality anymore!"

"I thought of that" The figure replied, standing up and reaching for something, his buff body showing high amounts of stress. Bringing down a datapad, he showed it to the other three. "My invention is able to track through time, space, dimensions, even universes." He turned and continued to type. "Lexi is still so young...perhaps she got distracted...she has a slight bit of ADD after a-" He suddenly paused when the machine showed him a picture.

"Location: Manhattan New York  
Status: 95% good health  
Period: 151342965"

"...NO!" The figure suddenly stood, looking horrified. "She was supposed to arrive in the period 151348101!" He put his hands to his head and gritted his teeth. "This...This could affect everything!"

"What do you mean? Can't she still find magic boy in that period?"

"She can" The figure with the cape replied, looking serious. "But it won't be much help!"  
"This has Cipher written all over it...he must have interfered when we sent her off...2965 is a crucial period." The buff figer looked over, a scowl on his face. "If Cipher messes with that period...It could be the end of all existence in both dimensions."

***AC***

Lexi toddled to Sophia's bed, allowing the woman to gently pick her up and set her down against the soft sheets. Lexi reached for Sophia's bat wing, but Sophia was busy getting ready for bed.

Ring...Ring…

Sophia looked over and put her phone to her ear. "Vincent."  
"Ms. Vincent, we got the results in for the scholarships but we only have five slots and six students. We have Miles Juniper, Christine Kitler, Peter Parker, Adriana Octavius, Heather Mims, and Samuel Lewis." The voice on the other side of the line paused. "Who should we eliminate?"

For a while, Sophia pondered this...only five scholarships? She'd have to do something about that for future candidates that qualified. "Keep them all...I'll work on those tomorrow when I get a spare moment."  
"Yes Ma'am."

Hanging up the phone, Sophia looked over when she saw Alexis playing with one of her photo albums and letting her little racoon 'walk' all over it.  
"Come on, honey...bedtime."  
"Kaasan." Alexis looked up and smiled, holding out her arms for Sophia. The woman smiled and climbed onto the bed, holding the child close to her.

"...I hope that man can help us get you back to your parents…" Sophia muttered, hugging Alexis to herself and sighing lightly. "I'm becoming far too attached to you...and far too wishful…."  
"Kaasan" Alexis reached for the photo album...and dropped it back on the bed, the particular picture it landed on catching Sophia's attention.

Her and Otto...the day before the accident…

****FB***

"Now then...as we switch these molecules, the electromagnetic pulses should allow the animal's abilities to be studied more carefully." Dr. Warren muttered, typing into the computer. He adjusted his glasses lightly and cleared his throat, scanning over the information on the screen. "In theory...it should allow humans to use the bat's abilities."

Sophia stood behind Dr. Warren, frowning slightly in concern. She had been studying under Dr. Warren and Dr. Octavius for 5 months...well..under BOTH of them anyways...and Ai. Rosalynn was considering her for a promotion. However, she wasn't exactly sure...if the partnership Rosalynn was thinking about making with Tri Corp was going to be successful or not. They knew little to NOTHING about animal biology…

"Dr. Warren...I'm not real certian if animal science should be used in this way." She commented, crossing her arms and glancing towards the chamber. "It seems...cruel."

"Oh come now, Sophia."  
"Vincent."  
"...Right...Ms. Vincent." Dr. Warren passed Sophia and Simone, motioning to his notes. "The more we know about how the animals can use their natural abilities, the more likely we can use it to our advantage."

Sophia frowned. "There are some things man was never meant to tamper with, Dr. Warren."

The scientist turned and adjusted his glasses. "Perhaps...but we shall see...ah. Dr. Octavius."  
He looked over as Otto came in with a little cage that held a rather large bat inside. "I trust you got the Mega Chiroptera as I instructed?"

On a dolly, Otto rolled in a large pet carrier covered in a thick, faded green towel. "Oh, of course, Miles. You know we can't start the show without our little star, now can't we?"

With just his thumbs and index fingers, he lifted the towel from the front of the carrier. Otto kneeled to the carrier's eye level and lowered his volume. "Hello, sweetie!"

He started opening the cage. "Uh, Miles, can you please turn on the red lights? The poor dear wouldn't very much like these bright ones."

Dr. Warren turned to his controls, flipping a few switches and adjusting the sensitivity of the lights. As he did so, Sophia slowly came down the stairs, followed by Simone, looking towards the cage.  
She locked eyes with the animal…

"A...Flying Fox?" she breathed, looking over its body with her eyes and taking every detail of its wings. The lights finally dimmed, but she could still see the bat looking at her.  
"...Where in the world...did you acquire a flying fox, Ott- uh...Dr. Octavius?" Sophia brushed her hair behind her ear and looked up, a very tiny blush on her face. _Be respectful, Sophia...just because you pledge your heart to him, doesn't mean he doesn't deserve respect….besides...I never really...got to tell him what it MEANS…_  
Simone stood beside her, kneeling and smiling into the cage, giving a slight wave to the curious bat.

Sophia winced lightly as she stewed on the bat...WHAT...kind of experiment were they going to DO with this little honey? "These guys are supposed to be native to Australia, correct?"

Otto snapped on a pair of bright blue nitrile gloves, smiling towards Sophia warmly. "Actually, this darling is native to the Philippines, Ms. Vincent. Miles told me that there's a lovely animal reserve in Manila that he received her from. Once we're finished, she'll get to go back home to all her bat family and friends."

He reached in with both arms and coaxed her out. He steadily drew them out with a coffee-colored creature hanging from his fingers by just two little black feet. Like a terrier swaddled in bare skin, her head swiveled back and forth, and her tongue poked out of her long snout. Her button black ears twitched, but her eyes were too beedy despite their huge size and soft hazel color.

She unswaddled herself and gave her wings a strong flap, slapping Otto's side incidentally. Otto winced and shushed her as she swung back and forth. The bat's branching, spindly arms were completely black against the light filtered through her five-and-a-half-foot long wings.

For a while, both Sophia and Simone only watched the animal in awe, taking note of the creature's strength. After a few flaps, the bat finally breathed out and swaddled herself back up with her wings, her feet keeping a firm grip on Otto's gloved fingers.

"She's beautiful." Sophia remarked, talking as much detail as she could from the red lights shining on the Chiroptera.

"She's a little demon." Dr. Warren said from his post. "Don't let her looks deceive you."

Sophia scoffed lightly...and slowly held out her hand to the bat, keeping a safe distance. The bat gazed at Sophia's hand, her nose twitching and taking in the scent of the woman. Letting off a soft squeak, she very gently put her nose against Sophia's skin, interested in her.

For a moment, Sophia locked gazes with the bat…

"...Interesting...she hasn't chosen a mate yet…" she said absently, almost affectionately.

Dr. Warren raised an eyebrow from his post. "A mate? What significance does that possibly hold with this?"

Sophia frowned...this guy was REALLY ticking her off. "You just called her a little demon." She stood up, crossing her arms lightly. "Fruit bats are known to be some of the most gentle creatures in the world. If she's hostile to certain people, then it's because she doesn't have a mate to defend her."

Otto lifted up his arms. He and the bat met each other's eyes. "Perhaps. I've never considered that, Sophia."

The bat's snout darted in all directions as Otto carried her to the testing chamber where he had already set up a nice wooden post for her to rest on. She scooted her feet onto his left hand before he punched in the code. The lock on the glass door hissed. Otto opened it and let the bat flap to the post herself.

His voice echoed in the walls. "This will only take a few minutes, cutie."

He scratched her head. "Be a dear for us, and I'll give you as many mangoes as you like for a week."

The bat watched him step out and relock the door behind him.

"Experiment Echo is underway." Dr. Warren mused, turning on the machine and pressing a few buttons. "If you three would come over to the safety of the glass, we can get started."

Simone obliged, climbing up the stairs and joining Dr. Warren behind the safety glass. Sophia on the other hand...stayed in her spot, looking concerned. She studied the chamber...this looked like an electromagnetic chamber. WHY...would they need that in an animal experiment?

"Sophia."

The woman was silent for a moment, before she looked towards Dr. Octavius, who was offering his arm and smiling at her reassuringly. "Don't worry. The dear will be alright. It will be quick and painless, I promise, Sophia."

Sophia slowly nodded...and took Otto's arm, allowing him to escort her up the stairs and to the safety glass. Once there, she exchanged a look with Simone, before watching the chamber.

"Main spark established….beginning electro charge…" Dr. Warren stated, turning up a dial on the consel.  
The chamber made a sound...and something sparked within the chamber.

The bat looked around, her ears alerting her to all the sounds around her...before she squeaked….and squeaked again as the chamber sparked. After a moment, she let out a shrill shriek, suddenly letting go of the post and flying upwards.

Sophia gritted her teeth...and looked towards Dr. Warren. "Doctor what are you doing to her? You're HURTING her!"

"Calm down, Ms. Vincent. The electromagnetic charges should go through her body and take readings of her makeup, allowing her echolocation to be used by even humans."

"...echolocation?" Sophia looked over towards Dr. Warren, looking horrified. "YOU IDIOT! SHE'S A **FRUIT** BAT! Fruit bats don't USE echolocation!"

Otto's hands flew up near his face. This was the first time Sophia's raised her voice around him.

He tugged at Dr. Warren's sleeve. "M-Miles, w-what's this about echolocation? And I thought you said this would be painless."

The bat was now circling around the room and hitting herself against the walls. Otto winced when she smacked herself on the wall in front of them.

"TURN IT OFF!" Sophia turned to Dr. Warren, seething.  
"Ms. Vincent! I know what I'm-" Dr. Warren suddenly looked down towards his computer when a red light started flashing. An alarm sounded, and the bat inside of the sparking chamber shrieked, flapping inside wildly.

Without really thinking about it, Sophia suddenly turned and ran for the stairs.

"MS. VINCET GET AWAY FROM THERE!"  
"Sophia!"

Sophia ignored Dr. Warren as well as Otto's cries, and practically jumped down the stairs, running for the chamber and grabbing at the latch on the door. It didn't budge. Gritting her teeth, she quickly scanned the area.  
Emergency lever...that'll do.  
Kicking it, Sophia put up her arms when the door slammed to the ground, allowing a torrent of energy to come SLAMMING at her.

She could hear the bat screaming...gritting her teeth, she took two steps in...the energy was BURNING at her...it HURT!

Gasping, she looked up, noticing the bat heading straight for her.  
"SCREEEEEEEEEEECCCCHHHH!"  
Sophia let out a primal shriek as she was hit by the bat, the dear thing sinking its claws into her shoulders….

Simone panicked and ran down the stairs, trying to get to Sophia...but got hit by a stray wave of energy, landing on her head and falling into unconsciousness at the bottom of the stairs.

Otto squealed. " _SOPHIA!"_

He shoved Dr. Warren over and slammed his fist on the big red button by the control panel. Dr. Warren fell on his rear end, and the chamber's high-pitched whirring spiked before winding down. Otto's fingers ran across all the buttons and touchscreens until he made sure that the machine wouldn't turn on again.

He whipped out his phone and almost fell running down the stairs to Sophia. "911? Yes! A-A-Ambulance! _Please!_ TriCorp! FDR Drive and East 37th! By the East River! _Please hurry!"_

He collapsed on his knees near Sophia's body and shook her. "Sophia, _talk to me!"_

Sophia's entire body was shaking violently, her breathing labored and her body trying to communicate with...itself.  
She couldn't breathe...she couldn't think...she couldn't move. Panting heavily, she coughed up a small amount of blood, trembling. _What happened_ …

Opening her eyes slightly, she could make out the blurry shapes of Simone, who was lying still on the other side of the platform...the fruit bat, who was also laying still on the floor…the bat wasn't breathing...  
...she looked up, trembling and making out the figure of Otto Octavius…

...was this how it ended?...dieing in the arms of the man she loved?...Well...at least she wouldn't ever have to see Rex again…  
...But...she never told Otto...she…

"...o-...otto…" she shivered, shutting her eyes tightly, her body trembling. She felt so...light. "...otto….ot...to…."  
Slowly her panting got quiet, her body going limp in the scientist's arms, though she continued to tremble sporadically, her body shocked from the sudden surge of energy that was threatening her heartbeat.

Otto's eyes quivered as they stayed on her. All the energy and radiance from the lovely Sophia Vincent had been cooked out, leaving a limp body covered in burns and two eyes losing their spark. All because he didn't ask Miles for more information. All because he didn't stop the experiment before it was too late.

Tears streamed down his cheeks as he cradled her body close to his. _How could I have let this happen?  
_ "Sophia…" she could hear his voice choke a sob...it was fading...into the darkness. "...I'm sorry...I'm SO...SO sorry…"

***EFB***

"Kaaaasaaann…"

Sophia suddenly snapped out of her ponderings and looked towards Alexis, who was rubbing her eyes and reaching for her wings. Smiling softly, Sophia set the photo album on her nightstand and layed down, stretching out her wing and covering the toddler in it.  
After a few minutes of snuggling...Alexis finally went to sleep...but Sophia was still thinking.

 _...Otto...I wish I could believe you're back to being the Otto Octavius I fell in love with...I love you...I still love you so much...but...I'm so swallowed by fear…_  
Sophia sighed and looked towards the window, watching the clouds in the sky, radiated by the lights of NewYork city.  
 _Maybe...Maybe Faith's right...maybe I should talk to you...but…_  
Sophia shut her eyes, gritting her teeth and fighting back tears.  
… _.but...I'm terrified..._

***MH***

Shout out to Vermy who helped with the bat-accident scene! (I may bug you more in the future)

Reviews get more chaps.


	9. Small gains

***MH***

Veronica landed on a nearby building and took careful observations of her surroundings. Hmm...So, it would seem that many people were enamored by the Avengers, as well as Spiderman.  
So...which one should she turn against them?  
She allowed her palm to ignite a flame into a particular shape. A woman with large wings...hmm….No...Demona wouldn't work just yet…

She smirked. Though, If the Flying Fox showed up for this battle, she could definitely taunt her with the demon that would soon engulf her.

Hmm...who to choose who to choose…  
A slow grin came to the fire demon's face and she allowed her flames to raise around her, encircling her and taking form.

After a moment, the flames dissipated...revealing the form of Spiderman in her place. 'Spiderman' looked up slowly and his eyes narrowed, a slow chuckle escaping him...before he erupted into insane laughter.

***AC***

Sophia let off a yawn as she headed for the labs. Lexi hadn't been too happy being woken up at 5:30 in the morning.  
However, she had to get here early on account of one of the interns who kept forgetting while her cleaning crew was gone from the labs, it was the INTERNS jobs to clean up.

She PAID them for it after all!

And the day care wouldn't open until 8...thankfully Pepper was a LIFESAVER...  
Putting a hand to her head, Sophia typed in a code for the main lab….and froze when the door opened.

The lab was...SPOTLESS!

"...what the…" Taking a few steps in, Sophia looked around and gawked.  
Everything was in its place...the floors were swept and moped...ALL of the instruments were neatly organized.  
Who the slag DID this!? NONE of the interns had-

She paused and looked over when the door opened….revealing Adrian Toomes coming in, a stack of papers in his grasp. He muttered something to himself about not getting coffee...Otto was going to get him that blasted HEALTHY stuff, he just KNEW it-

Adrian suddenly paused when he noticed Sophia at the bottom of the stairs.

An awkward silence between them lasted...for at least a minute.  
"Uh-...G-Good morning Ms. Vincent." He finally offered, walking down the stairs and setting his papers on the nearest lab table. "...Is there...something I can do for you?"

Sophia was silent. For a moment, she looked back towards the labs, taking note of all of the objects around her...before she faced the scientist.  
"Dr. Toomes….do you know who did this?"

Adrian blinked and looked around at the lab...before he grimaced and looked back towards Sophia. "...I'm afraid...I don't know wh-"  
"Who cleaned the main lab?" Sophia asked, motioning around. "I had a chat with the interns...it's Parker's week and he's been running out early, meaning the main labs never get cleaned!" She looked around, before looking back towards Adrian. "I'd ask my cleaning crews, but each one is assigned to a particular lab, and Phillip doesn't return until the month is over!"

"Oh-...OH! Uh, , the interns were instructed by Otto to leave the cleaning to him." Adrian put up a hand. "Some of them were stressed because they had studies, and Mr. Parker always seems to suddenly get called away." He made a motion with his hand towards the lab. "The interns were going to approach Ms. Lillian about the problem, but Otto said he'd do it."

Sophia looked towards Adrian, surprised by the information. Otto...VOLUNTEERED?!

The woman gazed at the immaculate lab...and looked back towards Adrian, a wince on her face. "Why wasn't I notified? I would have fixed the problem! I would hav-"  
"We know you would have!" Adrian put up his hands lightly. "But Otto told the interns NOT to tell you. I don't think he wanted a fuss."  
"A fuss?" Sophia crossed her arms. "Of course I'm going to fuss! Otto shouldn't be-" She paused and suddenly cleared her throat. "...Dr. Octavius shouldn't clean the labs after he's had a full day of working. He could exhaust himself! He's paid salary, not hourly! I'm not letting him wear himself without proper-" Sophia suddenly paused when she noticed the look on Dr. Toomes face.

...he had a slight smile on his face…

Sophia suddenly blushed when she realized what she was implying...and quickly straightened herself up, clearing her throat and placing her hands behind her back professionally.  
"...ahem...Dr. Toomes...please thank Dr. Octavius for his efforts...but I'm not going to allow him to clean the main lab. It takes an hour and he needs his rest."  
She turned and headed for the stairs.

 _Way to go, Sophia...way to NOT be professional._

"Ms. Vincent?"  
Sophia stopped walking and looked behind towards Dr. Toomes.

"I was curious...if you had access to talking to Ms. Lillian?" Adrian put a hand in the air. "I...wanted to thank her for all of her generosity for making my Tech Flight such a helpful thing…" The Doctor paused and put his hands behind him. "Also...I wanted to...Thank you...for being the one who exposed Osborn and defended my work."

Sophia was silent...before she nodded very slightly. "...Your welcome, Dr. Toomes...as for Ms. Lillian...I will pass the word." She turned and began climbing the stairs once more.

"...Otto loves you, Sophia...so much…"

Sophia stopped walking….before she exited the lab and gently closed the door behind her.

***SI***

"So I'm just curious why she asked YOU of all people to watch the kid?"  
Tony Stark glanced behind himself as he fiddled around on his computer, before looking back at his work and continuing to wave things around with his fancy gadgets.  
"Vincent's got a boatload of money...not as much as yours truely, of course, but couldn't she have...I dunno...hired a professional babysitter or something?"

He looked back towards Pepper, who was playing with a very interested Lexi, who found Stark's computer's fascinating.

"Oh come on, Tony." Pepper replied, watching the toddler climb onto the couch and try to chase one of the many 'lights' that the computers gave off. "Steve is busy with Fury, which you really should have gone to that meeting, and Becky's having a day with Mary, Lizzy and Faith since Lizzy's shipping out tomorrow." Pepper looked towards Tony, a smirk on her face. "Besides, it's only for a few minutes, and then I take her back to Allen Corp and check her into the building's day care."

"Couldn't Batgirl have done that?" Tony looked over, motioning towards Lexi, who was giggling and playing with Pepper's jacket. The toddler looked towards Tony and blinked...before she giggled at Tony.  
Tony frowned lightly and waved a hand in the air. "Don't bats have their babies...literally attached to them or something?"

"Baaaaka….baka baka baka" Lexi giggled and clapped her hands.

Pepper let off a snort and petted Lexi's hair. "Well for one thing, Sophia's a natural born human, with bat enhancements...second of all, she's not Alexis' mother. Didn't you even hear what Sophia told Fury?"

"Well I heard it, but I wasn't paying attention." Tony openly admitted, swiping one of his screens to another.

"Baka….Baka….Baaaakaaaa…" Lexi giggled and snuggled into Pepper's jacket.

"And WHAT is she saying?" Tony looked over. "I don't recall ever saying something as ridiculous when I was her age!"

"She's TWO, Tony...and I doubt you have ANY memories of that age." Pepper replied, standing and looking towards the clock. "I'm going to head over to Allen Corp and drop her off."  
"Can't you just send her off in the mail or something?"

Pepper rolled her eyes and picked Lexi up, holding her securely and heading for the elevator. "You obviously don't know anything about babies." She boarded the elevator...and smirked. "And she's actually talking about you."

Tony blinked as the elevator door closed...and he pursed his lips lightly, turning back to his work. "...Yeah, she's talking about me...how would she know she's talking abou-"  
 **BOOOM!**  
He paused and looked towards the windows, taking note of the HUGE fireball that came from Grand central Station...and just seemed to keep rising up, consuming the air around it. Frowning, he started to head for the balcony...only to see Spiderman swing by, firing...FIREBALLS at buildings.

"When the heck did he learn how to do THAT?"

***mh***

Spiderman laughed as his fireballs damaged the nearby buildings. Swinging from roof to roof, he continued to laugh maniacally.  
 **BOOOM!...CRASH!...SHATTER!**

Spiderman landed harshly in the street, causing cause to swerve all around him. Some people seemed stunned...others screamed...still others either cheered or jeered. Opening his eyes, he smirked...before SLAMMING a fireball to the ground, which created a shockwave of flames around his perimeter.  
Cars exploded...windows shattered...people were thrown into the air…

Suddenly everyone around him was screaming and scrambling to find safety.

These actions caused Spiderman to laugh maniacally, and continue to send fire blasts into the streets. People screamed, things exploded...citizens sustained major injuries…  
He smirked and slowly walked to a man who had fallen and was struggling to get up, blood coming from his leg. The man looked over in horror, seeing the evil Spiderman standing over him, a fireball forming in his hand.

"No-...NOOO!"  
"HAHAHAHAHA!" Spiderman moved to blast the man...only to get SLAMMED into a nearby building. He groaned and landed on his feet, looking up, eyes narrowed.

Iron Man hovered in the street, looking directly towards the web-themed hero. Spiderman slowly stood, narrowing his eyes and smirking evilly under his mask.  
"Uh, perhaps nobody told you." Iron Man made a motion with his hand. "But You're supposed to be the GOOD guy."

Spiderman chuckled...and then laughed, before shooting a stream of flames for Iron Man. The metal hero managed to dodge the attack and fired his blasters. The blasts hit Spiderman head on...but the blasts were absorbed by his body. Spiderman narrowed his eyes and an evil chuckle escaped him.

"Oh…" Iron Man paused. "That's not good."

"HAHAHAHA!" Spiderman laughed and charged up the absorbed blast...SLAMMING it into Iron Man and sending him HURLING for a nearby building.  
Spiderman laughed insanely, charging up more fire in his hands….

 **SNAP!**

Spiderman lurched forward and his eyes narrowed. Turning, he only had time to blink….as someone SLAMMED themselves into him. Spiderman was sent sailing back, doing a backflip and landing on all fours, looking upwards...as Flying Fox quickly landed in front of him.

"SPIDERMAN! WHAT THE **HECK** ARE YOU DOI-"

Flying Fox didn't get a chance to finish her question, because a STREAM of flames SLAMMED her into the air and sent her tumbling away. She choked and shakily got up.  
What was THAT?! Spiderman couldn't control FIRE as far as she knew?!

"Hehehehe…"

The heroine paused and quickly looked up... just as Spiderman SLAMMED his foot into her side, sending her sailing for a car and SMASHING the glass as she made impact. Landing on the ground, she winced sharply and glanced towards her arms, that were now sporting glass cuts practically all over her exposed skin.  
Wonderful...she was going to feel THAT tomorrow!

Standing, Flying Fox turned when she heard flames...only to suddenly be swooped into the air, courtesy of Iron Man.  
She blinked...and blinked again. "...Do you MIND!? I have WINGS!"  
"You're _WELCOME_." Iron Man replied, just plain dropping her.

Flying Fox gasped and quickly spread her wings, taking to the air like...well...a bat. Letting off a sigh, she quickly scanned the ground, spotting Spiderman thwiping his webs for nearby buildings and coming after them as quickly as he could.

"SO! Wanna tell me why your little protegee seems to be...I dunno, going nuts?" Iron Man looked towards Flying Fox. "Or does everyone you know go nuts from time to time?"

She only glared at him, one of her eyes twitching heavily...before she dove down and quickly got out her whip, SNAPPING it for the oncoming Spiderman. The result was Spiderman GRABBING her whip, ALLOWING the charge of energy flow through him...before his eyes flashed for her.

A sudden wave of fear hit Flying Fox, and her eyes flashed yellow…  
 _...A vision of flames all around her...licking at the air...dead bodies on the ground...A bat-winged woman standing in the flames, and glancing over her shoulder, one of the mechanical arms of Doctor Octopus in her arms...which she crushed with her bear hand. Below her, the fresh corpse of Otto Octavius lay at her feet, blood escaping his mouth and a sharp blade carved in his chest..._

Spiderman chuckled...and laughed insanely as he sent her SLAMMING for the ground.

Flying Fox screamed and SLAMMED against the pavement, hitting car debris and feeling a SNAP in her shoulder. She coughed out a mouthful of blood and panted, unable to move from the impact.  
Oh...that….HURT!

She wheezed and trembled violently.  
... _Otto!...Otto no! OTTO! MY BELOVED OTTO!_ _**NOOOO**_ _!_

Spiderman laughed at her misfortune and turned as Iron Man came at him at full speed. Charging up a stream of flames, Spiderman laughed insanely, shooting flame stream after flame stream at the metal hero.

Iron Man blocked the flames with his arms and growled lowly, glancing to the side and spotting the Onassis Reservoir.  
"Hey Jarvis? How do you feel about going for a dip?"  
"The weather might be a tad cold for a swim, sir." Jarvis replied.

Iron Man quickly grabbed Spiderman by the wrists and started shooting for Central Park…

Flying Fox stayed on the ground, managing to open her eyes and groan painfully. Her entire body was SCREAMING at her...she could feel her skin burning...and feel the small streams of blood escaping from her glass cuts.  
 _Otto….Oh Otto….Otto….please no! Please don't die! I love you! I LOVE Y_ -

"Oh my God! Foxey!"

She closed her eyes and groaned lightly. "...Flying...Fo-" Suddenly snapping her eyes open, she looked up, seeing Spiderman suddenly swing over and land by her side. "Foxey! You ok?! What happ- GAH!"  
He lurched as he got PUNCHED across the face, giving time for Flying Fox to backflip and quickly tie him up in her whip. "Hey hey hey! It's me! I'm sorry I didn't clean the labs, but-"  
"Be quiet!" Flying Fox hissed, narrowing her eyes. "You're FIRED! I TRUSTED you!"

"I'm fired?!" Spiderman suddenly looked scared. "Why?! You never gave me any warnings or pep tal- Trusted- What do you MEAN?" He struggled in her whip, but he got shocked when he did. "OW! What do you MEAN, Foxey?! I would NEVER turn on-"

CRASH!

Both Flying Fox and Spiderman turned...as the dust settled and Iron Man was seen struggling with….Spiderman?  
Flying Fox's mouth hung agape...and Spiderman tilted his head. "Heeeey, who's THAT handsome fella-"

A stream of flames suddenly BURST for them, making Flying Fox quickly take to the sky, Spiderman en-tow. Spiderman yelped and dangled in Foxey's grip.  
"I take it back...that guy is SO not good looking at ALL!"

Flying Fox looked stunned, and looked from the Spiderman she had in her grasp...to the Spiderman that Iron Man was fighting.  
WHAT….The FLIP?!  
She suddenly winced and swooped upwards, landing on a nearby building and setting Spiderman down, looking below and watching Iron Man blasting...Fire-Spiderman.

"Uhhh, Foxey?" Spiderman looked towards Flying Fox, who gave him a spooked look. "Ya wanna tell me what's going on?"  
"I'm not even sure **I** know" Flying Fox replied truthfully, looking down and watching the fight, before she spread her wings and quickly diving down.

"FOXEY! I'M KINDA TIED UP OVER HERE!"

She ignored him and SLAMMED her feet into Fire-Spiderman, allowing him to land on his back, before she spread her wings and narrowed her eyes.  
 **SCCCCCCCRRRRRRRRRREEEEEEEEEEEEEEECCCCCCCCCCCHHHHHHHHHHH!**

"AAAAAAHHHH!" Fire-Spiderman suddenly clutched his ears and went fetal….before deforming into Veronica.

"Well if it isn't miss Pyromaniac…" Iron Man crooned, getting his blasters ready.  
"You know her?" Flying Fox asked, as she tucked in her wings.  
"Eh we've met once...didn't like her attitude." He replied, making a motion with his hand. "It's not much better than yours actually."

Flying Fox glared at Iron Man, before quickly bracing herself as Veronica stood. The fire-demon snarled, glaring towards the two heros...before she snapped her fingers...and disappeared.

"Ooooookkkaaaaayyyy." Iron Man muttered, looking around for any possible way she could just...come back.  
Flying Fox panted and looked upwards towards the building she had left Spiderman on. He was looking down at them, a confused look on his face...for someone who wore a mask.

***SH***

"I SWEAR That wasn't me!" Spiderman insisted, flailing his arms and looking at the towering forms of Captain America and Nick Fury. "It was some shapeshifting fire-chick! I thought only Chameleon could shape shi- well technically he just has disguises-"

"Your problem is not with us, kid." Fury replied, hands behind his back. "Ms. Vincent has already accounted for you, and both her story and Stark's story play out." The man turned and made a motion with his hand. "The problem, is not ONLY do we have an entire CITY who is now heavily guarded against Spiderman; we also have an enemy who seems to be driving a wedge between New York's heros."

"I'm telling you, I have NEVER seen her before in my life." Spiderman insisted.

"That may be," Cap replied, his arms crossed. "But It would be a good idea if you lay low until we can get our facts straight."  
"Uh, that's a problem." Spiderman put a hand in the air. "I kinda have a city to protect...I can't let crime run around-"

"That's exactly what you're gonna have to do, kid." Fury replied. "Until we get this matter resolved, you have a city full of angry citizens who are going to get in your way, whether you're trying to help, or not."

"But...who's going to protect the city while I'm...suspended?"

***AC***

"Absolutely not." Sophia walked through the main lab, checking the readings and keeping her cell phone to her head. Once she was done getting the numbers from each lab, then she could grab Lexi and head to lunch.  
….Once she slapped some sense into Peter.

Sophia looked towards her phone, frowning. "I told you! The Flying Fox is ONLY for pure emergencies! I've blown the cover of Manhattan THINKING that I'm dead. I don't need to babysit an entire city!"  
"Well this, Fury guy won't let me protect it! Someone's got to!" Peter responded over the phone. "You're COO, right? Can't you ask this…'Lillian' person for a few days off?"

"I don't have to ask for anything, Parker, but I NEED to keep busy here at the building, or else things can get even more crazy than LAST time I was here!"  
Sophia didn't notice someone come in and slowly go down the stairs.

Otto blinked at the heated conversation Sophia seemed to be having with...whoever was on the phone with her. Wow...she seemed rather stressed…  
He placed his take-out on one of the counters and set a particular box on the table. Good thing he got an extra cupcake...maybe...Sophia would like one?

Glancing back towards the businessman, the scientist picked up his other boxes and headed to a different part of the lab to drop them off.

"Listen, I know it's hard, but you NEED to trust me with this one!" Sophia rubbed her forehead, not noticing Otto going behind her and into the supplies closet to place his lunch in the fridge. "Just keep your head down until I can figure out a way to clear your name." She sighed. "...And…"

Her chest tightened, thinking of the horrid vision she had seen...letting off a shudder, she fought back tears.  
"I-...I need to see Otto...I need to see him-"

"SOPHIA L. VINCENT!"

Sophia's blood suddenly went cold and she looked up towards the top of the stairs...where Rex Ryder stood, fuming. She gritted her teeth...and plain hung up on Peter, pocketing her phone and facing the newly arrived man. "...Mr. Ryder...You're not-"  
"DON'T GIVE ME THAT BULL!" he snarled, storming down the stairs...and swiftly BACKHANDING her across the face.

She stumbled and quickly took a few steps back, gritting her teeth and putting her hands up.  
"DAD! Get OUT of this building! You're NOT welcome in-" She gasped and quickly ducked when he made another move to strike her.  
Quickly, Sophia dropped to the ground, and swiftly slid-kicked the man in front of her.

"GAH!"  
Rex fell to the ground and snarled, venom in his eyes. "STAND STILL YOU WITCH!" He snarled, standing and moving to hit her, to which she quickly dodged.

"DAD! You're NOT allowed in - GAH!" Sophia yelped when he grabbed her by the hair and forced her downwards. "LET GO OF ME!"  
"TAKE DOWN THAT RESTRAINING ORDER!" Rex snarled, dropping her on the ground. "I'm SICK of being treated like a CRIMINAL!"

"That's EXACTLY what you ARE!" Sophia replied, quickly rolling and standing, gritting her teeth. "You're PAYING for your crimes, by NOT being allowed to go wherever the FLIP you want!"

"Don't you DARE talk to me like that, you WITCH!" Rex snarled, advancing on Sophia, making her retreat. "I don't CARE how important you THINK you are; you are WORTHLESS! And I'm NOT allowing a piece of TRASH have control of ME!"  
"Get OUT!"  
"You SLAGGING! I wish you had NEVER BEEN BORN!"  
"SO DO I!"

Rex narrowed his eyes and rose his hand to strike her-

SNATCH!

Both Rex and Sophia suddenly stopped and looked over...towards Otto Octavius, who had a firm grip on Rex's wrist.  
Otto had a dangerous look in his eyes...that made Sophia tense.

….Dr. Octopus…

"Mr. Ryder." Otto said firmly...yet...EERILY calmly. "I do believe there is a restraining order against you from coming into Allen Corp."

Rex snarled and glared towards the scientist in rage. "What's it to YOU, Four eyes?! Stay OUTTA THIS!"

Sophia gasped and put a hand to her mouth. For a moment she was in shock. Otto- Oh Crap! NO! He had NO IDEA what he was GETTING HIMSELF INTO!  
"Otto-"

The Scientist put a gentle hand up towards Sophia, not looking back at her, but keeping a firm gaze on Rex Ryder. "Oh but I do believe it IS my business, Mr. Ryder. As head scientist of Allen Corp Manhattan, I am responsible for the viability of the experiments and project we are working on." His grip tightened on the man's wrist when he tried to struggle and his eyes narrowed.  
"Furthermore, I am responsible for the ethical values that these labs are trying to run. Your presence in this building compromises any contracts that Allen Corp is handling."

"Wha-" Rex looked at Dr. Octavius, a stunned look on his face at all the big words that were being thrown in his face.

"Besides," Otto continued, his face still calm yet serious. "Ms. Vincent doesn't seem to want to have a meeting with you just yet." His eyes narrowed further. "You would be wise to leave the premisses...before I contact the head of security. I'm told he's quite a 'shocker'."

Sophia was stunned...almost dumbfounded...before she quickly shook her head, reminding herself of the situation at hand before she stood tall.  
"Listen to my scientist, Mr. Ryder." She frowned sternly. "Leave. And the next time you come within so much as a mile of Allen Corp, I'll have you arrested."

"You no good-" Rex paused when he was grabbed from behind, and looked over...staring into the angry eyes of Montana.

"Oh my…" Otto let go of Rex's wrist and put his hands behind his back. "How silly of me...it would seem I've already contacted security."

Rex growled as he was cuffed harshly by Montana...and dragged out of the labs...leaving Sophia and Otto alone.  
There was an awkward silence between the two...though Otto didn't look away from watching the door…

Sophia on the other hand...cleared her throat and crossed her arms loosely, a very faint blush on her face.  
Did Otto...just...protect her?  
….No….No he was just...being professional...He was just-

"Ms. Vincent?"

Sophia jumped slightly and looked towards Otto, frowning lightly. The scientist approached her and adjusted his glasses. "If you need ANYTHING...please do not hesitate to contact me."  
Blushing very lightly, Sophia cleared her throat and nodded slightly. "...Th-...Thank you Dr. Octavius."

"Also, there is an extra cupcake on the counter that the restaurant supplied me with...I'm quite full, and I need to continue my work before Mr. Parker and Ms. Adrianna join me this afternoon."  
"...hmm…."

Otto looked down for a minute...before he cleared his throat. "...Sophia-" He paused when she put her hand on his shoulder, not looking at him...before she slowly let out a breath and headed for the stairs...absently taking the small cupcake from the table and heading up the stairs.  
The scientist watched her get to the door...and look back slightly...before she exited the room, taking a very small bite of the cake in her hands.

After a moment, Otto turned and started setting up his equipment...a very small smile on his face.  
 _...oh Sophia...come back to me, beloved Sophia…_

***DIS***

As mean of a writer as I am...I HAVE to be nice SOMETIMES!

Reviews = Chaps


	10. Throbbing Pains

***NM***

He ran...he ran as fast as he could. Where was his Shocker suit? Why couldn't he activate it?!  
Where was Faith?! Where was JJ?! WHERE WAS HE?!

Montana panted, feeling fire in his lungs...he couldn't stop...He had to get there! Where was he?! His blood went cold when he heard an earth-shattering scream.  
"FAITH!" He screamed. He tried to stop running...but he couldn't stop. "FAY! WHERE ARE YOU?!"

His question was answered when a body fell to the ground to his side. He was finally able to stop running...but now...HE COULDN'T MOVE!  
"FAY!" He struggled...but he didn't have control of his body.

His wife lay on the ground, bleeding from her stomach and choking on her own blood. She couldn't breathe! He had to HELP her!  
"FAY! SLAGGIT! FAAAY!"  
Montana screamed, still unable to move. He reached for her...but the ground took her away from him...It slowly dragged her dying body for a fiery pit that opened its mouth like a monster.

"NO! GIVE HER BACK! TAKE ME INSTEAD!" Montana screamed, wildly struggling against...the mysterious force that held him down. His eyes widened in horror as Faith was grabbed by a winged creature that flew her up into the air...and ripped her heart right out of her chest.

" **FAAAAIITH! NOO! SLAGGIT NOOOOOOOO**!"

BeepBeep….BeepBeep...Beepbeep...

Montana suddenly sat up, letting off a yell and panting harshly. The man trembled and took in his new surroundings. His bedroom...the pictures on the walls...his alarm going off. Montana gasped and quickly looked to his side...where Faith was peacefully sleeping beside him, blissfully unaware of her husband's distress.

Panting, Montana struggled to calm himself...reaching for his clock and turning it off, so his wife could continue to sleep.  
.. _.just a dream….just a horrible dream…_  
He reached up and wiped cold sweat from his brow, running his fingers through his hair and allowing himself to pant.

 _Breathe….Breathe Jackson...Breathe...Faith's safe...Junior's safe...the babies are safe…_

Letting off a slow sigh, Montana slowly layed back down, turning and wrapping an arm around Faith's waist, careful of her extended belly.  
The babies would be due in two months...She needed all the rest she could get...Maybe he should sleep on the couch until they were born…  
Shutting his eyes, Montana breathed out...and gently kissed Faith's forehead, holding her close to himself. For a few minutes, he just held her, listening to her soft breathing...feeling the gentle movements inside her body. His precious children seemed to be dancing inside their mother...safe and sound...

Montana finally opened his eyes and glanced towards Faith's clock. 5:36...he needed to get up and get going…

Sighing, the man begrudgingly released his wife and quitely slid out from his side of the bed. He took a quick shower and got his uniform on. He took a mental note to himself...they needed more toothpaste...and it was probably about time to clean the bathroom.

Adjusting his uniform buttons, he looked over himself to make sure he looked professional. He then turned off the light and went back into the bedroom, grabbing his weapon and his wallet. Looking back towards Faith, he leaned down and kissed her temple.  
"...I love you, Fay." He whispered, stroking her hair as she slept, before turning and exiting the room, softly closing the door behind him.  
Montana looked towards the other bedroom and quietly walked into JJ's room, walking to his son's bed and petting the toddler's hair. The small boy was breathing softly, holding a stuffed horse, as well as a stuffed dinosaur to himself. He had managed to kick his blanket off of himself.

Smiling lightly, Montana carefully put the covers back over his son, tucking the blanket around his body to keep him warm from the early March weather. March in New York was BITTER, did that matter to his boy? Nope.  
He caressed the toddler's head, a proud smile coming to his face. "Daddy loves you, Junior...be good for yer mother…" He whispered, turning and softly exiting the room, checking the nightlight, before softly closing the door behind him.

Everyone was safe...Everyone was safe…  
...He needed them to be safe…

Montana checked his phone when it dinged. Justin had just sent him a text saying Allen Corp security had doubled, since Rex Ryder had managed to get IN without anyone noticing.  
He himself had to wonder about that. HOW did that creep get IN?! His officers were stationed at EVERY opening! Even the back doors where the scientists came in!

He was going to have to have a little chat with the entire force this morning. If they allowed this to happen again, there could be SERIOUS consequences…

As he left the apartment, a leg dangled from the building...revealing to be Cipher, sitting on the roof and grinning. "That's right Shocker...feel the fear...You can't protect your family...There's no way you can protect five souls."  
Cipher chuckled evilly and leaned back, his one eye glowing. "You're no father...you're no husband...you're a danger...a danger to all of them...You have always been...and always WILL be a mercenary. And your beloved family will die because of it."

***DS***

Dr. Strange sat in a meditative state. He searched the realities...he looked for answers...he watched countless possibilities...

The transformation of Sophia Vincent...had created a path of destruction. 40 different outcomes...only five peaceful...and only ONE...guaranteeing the continued thriving of Earth.  
The arrival of Cipher...had alerted this reality. So much destruction was imminent...so much death was imminent… darkness was closing in…  
...Alexis…

He narrowed his eyes and searched her reality...which one was she from?...What would her coming here change?  
Dr. Strange suddenly lurched forward, his eyes glowing as a heinous picture of fire and brimstone rained from the sky. Dead bodies...a rip in the sky...the Creator had removed half of the population of Earth...the rest were scrambling in panic…  
A woman stood amidst the flames, blood on her hands and her eyes glowing yellow.

All emotions were ripped from her...Hate was in her heart...she ripped through bodies mercilessly...She cut out the hearts of her allies…  
The scream of Alexis entered his ears as he watched her disappear from existence….

Dr. Strange RIPPED himself from the vision and was knocked back, landing on his back, strangling his cape.  
He panted and looked up at the ceiling, gritting his teeth.

This reality...the arrival of Cipher had altered this reality...it was either darkness...or light…  
If Cipher got to her...all hope was lost…

***AC***

Spidey panted, opening the supplies closet and looking each way. He couldn't change in here...the cleaning crew was due ANY MINUTE! Quickly running from the closet, he jumped onto the walls and crawled across the ceiling, skillfully passing the security cameras.

A right...a left...into the hall. Finally the Men's room came into sight.  
Finally! Spidey checked for cameras and quickly landed on the ground, taking off his mask and looking towards his bag. "Eeehh...Foxey's going to chew me out for stopping that purse snatcher…" he muttered, reaching for the door…

...that opened itself.

Peter gasped and took a step back...as Montana took one step out of the room...and paused, looking at the boy before him.

For a moment...all was silent. Neither Peter or Montana moved for a good minute.

Montana was stunned for a moment, trying to figure out...WHAT the heck was going on. He slowly rose an eyebrow, taking in the features of the boy in front of him. The mask was off...but everything else provided flashbacks of when he was Shocker...fighting against…

Peter couldn't breathe. Montana's shocked look had hardened...and he was gazing at him sternly. _Oh...CRAP!_  
"Uh...Hi Officer Brice! I was JUST going in to change out of my cosplay costume!"

Montana was silent...before he crossed his arms. "...Cosplay?"

"Uh- Yeah!" Peter chuckled nervously, stuffing the Spiderman mask into his bag. "It's when a bunch of people arrive at a convention and...dress as their favorite superhero. It's-...It starts this afternoon, so I wore the costume to work!"  
"...uh-huh…" Montana's facial features reflected an unimpressed look, which made Peter squirm.  
"Uh- yeah! But I know Ms. Vincent totally wouldn't let me in the labs with this on, soooo I'll just go in there and...change?" Peter offered Montana a sheepish look.

The officer didn't budge from his spot. If anything, he only gazed at him, reading his body language...studying his eye movements...seeing sweat forming at his brow…  
After a long tense moment, Montana saw movement out of the corner of his eye as Otto Octavius walked past the hall. The scientist was reading his notes, absorbed in all of the work he was in.

He only glanced over briefly, and looked back towards his notepad.  
"Officer Brice." He greeted, continuing to walk.  
"Doc." Montana greeted lowly, looking back towards Peter.

Otto continued to walk, looking over the papers. Ok...if he could get signatures on these, then they could continue with project atom. If Adrien could work on the drones next week, that could speed up the production of-  
The scientist suddenly stopped walking, looking up, a confused look on his face...and slowly took a few steps backwards.

He looked back into the hall that he had JUST past...sure enough, Montana was blocking the men's room...and Peter Parker was standing there...in a Spiderman costume.  
Otto blinked...and blinked again, adjusting his glasses.

"...What's this?"

Montana looked towards Dr. Octavius...and shrugged. "Somethin' called 'Cosplay'" He replied casually.

Otto blinked...and then rolled his eyes very slightly, looking back towards his notes, and continuing down the hall. "Oh...teenagers…" he muttered.

After a while, Montana stood aside and held the door open for Peter. "You best get into yer lab clothes, kid. The boss won't like ya bein' tardy."  
"R-Right! Sure thing!" Peter walked into the room and scuffled in his bag.

Montana was silent for a moment, checking behind him to make sure no one was coming….before he quickly threw a punch towards Peter.  
 _ttttiiiiiiiiinnnnnngggg_  
Peter suddenly tensed, and jumped upwards, grabbing the wall and climbing up...before he gasped and looked down.

Below, Montana watched him...and smirked.  
"...'Cosplay' huh?" He hummed, watching as the boy on the wall grimaced.  
"...yup...Cosplay...that's what I'm stickin' with…" Peter replied slowly.  
Montana only smirked more. "Riiiiiight...you stick with that." He replied...before walking out of the men's room, letting the door shut behind him.

***ACL***

Peter slowly poured one tube of chemicals into a beaker, watching the reaction as the two substances' mixed. Beside him, Dr. Octavius watched the happenings, taking the reaction in seriously.  
"...Interesting." Otto looked down and wrote down notes onto his clipboard. "It would seem the reaction to the aged chemicals differs from the fresh ones." The scientist drummed his finger against the clipboard. "I've never seen such a thing!"

"Odd." Adrian looked at the glasses and took a closer look towards it. "I figured they would react the same! This may be a discovery!"  
"Perhaps, but let's not jump to conclusions after all, Adrian." Otto finished writing and smiled. "After all, we still need much more evidence."  
"Of course."

Peter looked towards the two scientists. Man...it was like they had NEVER had a life of crime at all. They were acting like normal people. Sure, after a month of working with these guys, he had gotten more comfortable working with them…  
...but STILL! They had been the FREAKIN' VULTURE and DR. OCTOPUS!

He looked to the side for a moment.  
...And Montana had been-...well...technically he STILL WAS Shocker...should he be concerned?  
Nah...Foxey had it under control right? What if she didn't? Well...Even HE believed in second chances…

"Dr. Octavius! Dr. Toomes!"

Peter looked up as a young woman came in, carrying a bouquet of white lilies and smiling wide as she trotted down the stairs.

"Cl- Adrianna!" Otto turned and smiled warmly, approaching the young girl and welcoming her in with a small hug. "I hope you're bringing us good news."  
"Yes! You know how there were only five slots for the Allen Corp Scholarships?"  
"Indeed" Otto replied, adjusting his glasses. "And there were six qualified students."  
"Did you receive one of them?" Adrian asked, walking from the table to the young girl.

"No!"

Otto and Adrian paused, looking confused. She had been...declined? Then...WHY did she sound so darn happy?

Adrianna grinned and held up a letter in her hand. "I just received a personal letter from Miss. Lillian V! She choose the other students for the Allen Corp Scholarship, and donated money for a PERSONAL scholarship for ME!" She bounced up and down giddily. "It's TWICE as much as the others!"  
"Oh my!" Otto took the paper and glanced over the information...before he smiled widely at the young lady before him. "Why that's wonderful news!"  
"Congratulations Clover!" Adrian hugged the girl...and winced. "I-I mean, Adrianna!"

The trio glanced towards Peter...who was 'acting' like he was more focused on his notes, but he did glance over very lightly.

Clearing his throat, Otto turned towards Peter. "Mr. Parker. I understand you received one of the Allen Corp scholarships."  
"Yup." Peter smiled over towards the trio. "But it's no big deal. Congratulations Ms...Adrianna is it?"

"Mm-hmm" Adrianna smiled. "Right back at you."  
"So, you guys know Ms. Lillian?" Peter asked, looking curious. "Is she nice?"

The trio looked towards each other.  
"...well...truthfully."  
"We've never met her." Otto confessed. "The most conversations we've had with her is through E-Mail or snail mail, like Miss Adrianna here."

"Oh by the way, I grew these for you." Adrianna handed Otto the bouquet and smiled. "I hope they help."  
"Wonderful…" Otto gingerly took the flowers from Adrianna and gently stroked the petals of the white lilies. Yes...yes these would do very nicely. He smiled warmly towards Adrianna and gave her a soft hug. "Thank you, dear. I know she'll love them."

"I sure hope so." Adrianna looked towards her watch and looked back up. "Maxwell's probably waiting for me. Let me know how it goes, ok?"  
"Of course dear."

"Bye Dr. Toomes! Bye Mr. Parker!"

Peter looked up and waved. "Bye- uh, Ms. Adrianna!"

The woman left the lab and Otto turned, heading into the supply closet. "Adrian, please assist Mr. Parker. I need to put these in water."  
"Of course, Otto."

"So, if you've never met Ms. Lillian…" Peter looked towards Adrian. "What connections do you exactly HAVE with her?" The young man tilted his head. "I mean, I was supposed to have a meeting with her, and she never showed up. Ms. Vincent had to take over."  
"Well she's the CEO of Allen Corp." Adrian replied. "I'm sure she's a very busy woman. I'm sure Ms. Vincent is doing very well for her." The scientist looked up. "Though, Ms. Lillian has been VERY generous to us...She's offered us both these jobs after our...bump in life. She's paid our bails...she bought Otto a house...she bought my Tech Flight legally…and she funded a study to develop a cure for...well...another friend of ours, with help of a scientist known as Conners." The man looked down and set a few beakers to the side.  
"And it would seem our friend, Adrianna, has her favor...n-no offence to you, Mr. Parker."

Peter waved off the comment. "So...you've come a long way...thanks to someone you don't know?"

"...Pretty much." Adrian looked up. "Though, one of her philosophies makes me intrigued."

"What's that?"

Adrian pulled out something from his jacket and handed him a business card. Peter took it from his hand and looked it over.

S. Lillian V.  
CEO Allen Corp of Sparks / Manhattan.  
(591) 555-8101  
"Life at best is Bittersweet"

Peter tilted his head at the saying. Odd...where had he heard that befor-  
"Ow!" Peter paused and looked down...and winced sharply.  
Looking up at him with big emerald eyes...was- "Lexi?" Peter winced and knelt down. "W-What are YOU doing here? Shouldn't you be in the daycare?"

Lexi giggled and patted Peter's knee. "Kumo-san!" she giggled, continuing to pat his leg. "Kumo! Kumo!"

"Oh dear." Adrian looked over, stunned. "How did SHE get in here?"  
"I'm not sure." Peter paused and watched Lexi run around to the other side of the table and hide under it, giggling.  
"Oh no." Otto came from out of the supplies closet and looked towards the toddler, adjusting his glasses...before looking towards Peter. "Mr. Parker...I'd stress you from bringing your younger sister to the labs. It's very dangerous in here."

"But she's not mine." Peter insisted, watching the girl run out from under the table and grab hold of Otto's lab coat, burrowing under it like it was some kind of tent. "She just...appeared!"  
"He's right Otto." Adrian looked up, looking confused. "She wasn't in here a mintue ago!"

Otto looked stunned for a moment, before he looked down, watching the hidden figure of the toddler rummaging around in his lab coat, walking in circles around him. He smiled very lightly at her innocence and knelt down. "Dear one...you shouldn't be in here. It's scary in here."  
He took the cloak of his coat off of her...and she looked up at him.

For a moment, she seemed confused...and her nose twitched. After a moment, she squealed in delight and suddenly wrapped her arms around his belly.  
"Tosan! Tosan!" She declared in glee, giggling and snuggling into him.

"Oh my, how cute you are." Otto smiled and patted the little girl's head. He chuckled as she buried her face in his stomach and giggled cutely. "Such a cutie has no need to be in a laboratory. Let's get you back to the daycare center, shall we?" Otto looked up, still patting the girl's head. "Mr. Parker? Would you be so kind to see this little one downstairs?"

"Sure." Peter walked over and offered his arms towards Lexi...but she gripped tighter to Otto.  
"Tosan….Tosan…" she cooed, resting her head against Otto's chest.

"Common, honey." Peter reached out, taking Lexi from Otto's grip. "Dr. Octavius has work to-"  
"Uh!" Lexi squirmed in Peter's grip, reaching her arms for Otto. "Tosan! Tosan!"

"What language is she speaking?" Adrian asked, tilting his head. "It's so foreign."  
"It sounds...familiar." Otto tilted his head, trying to place the language. "The pronunciations are very...Asian-"

"TOSAN!" Lexi whined as Peter struggled to keep her still as he headed for the door.

 **SCCCCCCRRRRRRRRRRRRREEEEEEEEEECCCCCCCCHHHHH!**!

Peter suddenly screamed at the sheer PAIN coming to him, followed by Adrian and Otto SLAMMING their hands to their ears and falling to the ground. He let go of Lexi and held his ears, wincing sharply.  
OH FLIP! OH! FLIP! OOOOHHHH! FLIIIIIP!

The sound suddenly dissipated...and Peter looked up, panting...before he winced sharply. WHERE was-

"Tosan!"

Peter looked behind him, finding Lexi cuddling against Otto's arm as he began recovering from the shock.

"Oh...Oh Slag that hurt…" Otto put a hand to his head...and looked down in shock. HOW did the little girl...get from there to here so quickly?  
Lexi looked up at him, smiling. "Toooosaaannn." She cooed, rubbing her face on his arm.

"...On-...On second thought, Mr. Parker...perhaps I should return the little one to the daycare center." Otto breathed, picking up the toddler in his arms and allowing her to cuddle against his neck.

"Yeeeah...be my guest…"

***AC***

"Say 'thank you' JJ" Faith cooed, motioning towards the Allen Corp daycare receptionist.

"Thank yew!" JJ cooed, making the lady 'aaww'. Faith smiled and walked JJ out of the Daycare, passing a few other people as she did so. Looking towards her phone, she kept a firm grip on the growing toddler's hand as they walked out the door and climbed down the outside stairs.  
"We still got one more hour before Daddy get's off of work." Faith looked towards her son and smiled.

"Then you and I are going to torture Daddy by taking him to Mommy's favorite hotdog stand in Central. Sound like fun?"  
"Hotdog! Hotdog!" JJ giggled and looked up towards his mother, grinning cutely.

"Wonderful! Two against one!" Faith smirked and bapped JJ's nose playfully. She looked back towards her phone and checked her list. "But first I need to grab some toothpaste...cleaning supplies...TP...Kitchen soap. Oh no...should I get any perishables? Maybe once Daddy joins us we can-"

 _ **BANG!**_

Faith lurched, her eyes widening.  
She trembled and suddenly went limp, letting go of JJ's hand and falling to the ground, landing harshly on the stairs below. Pain...Sheer agonizing PAIN was SHOOTING through her body. Faith shuddered and coughed up a mouthful of blood, struggling to breathe.  
She couldn't think...she couldn't breathe...she couldn't move…

"MOMMY!"

She could hear JJ's voice...it was echoing. EVERY SOUND was echoing...the sunlight around her was bright...too bright. Faith whimpered and trembled, managing to look up slightly.  
The shadow of a man stood over her...a screaming JJ in the crook of his arm. "MOMMY! MOMMY!"

"...J...J…" She whimpered, before she coughed up another mouthful of blood. She shut her eyes...and then reopened them.  
The shadow was gone….JJ was gone…

"CALL AN AMBULANCE!" She heard someone yell. "THIS WOMAN'S BEEN SHOT!"  
"Oh my God, she's pregnant!"  
"Give her room!"  
"Miss! Miss look at me! Miss stay awake!"

Their voices faded...she whimpered as her world spun. What happened?...Where was she?...Where was JJ?  
"...Jack...JJ…" she whimpered as darkness fell over her.

***AC***

Otto gently set the vase on Sophia's desk, carefully arranging the lilies to work perfectly against one another. He had to make sure the desk still was workable...but looked good at the same time.  
Oh who was he kidding, he was NOT a florist- AH!

The Scientist winced as he accidently tore off a leaf, the plantlife landing on one of the many papers on the desk. Wincing, Otto quickly picked up the leaf and tossed it into the trash, beginning to brush off the papers, absently scanning the words on one of the letters below.

He paused and turned his head, trying to read what was on the paper…  
...no...no he couldn't snoop through Sophia's stuff. He was trying to REGAIN his trust...not break it all over again-  
Something caught his eye...and he looked puzzled, gently taking a paper from her desk and reading over it.

"Ms. Lillian,

It was an honor getting together to talk about the site in Japan. After much discussion, the board of Tokyo would like to arrange a meeting near the site where the new Allen Corp of Tokyo will be set up. Please be aware Kyoji Junko will be needing your papers upon your arrival in September.

If it is appropriate, please join me for sushi. I would be honored to get to know you more personally.

Much luck to you  
Onishi Koji"

Otto scanned over the paper...and looked down towards the desk where it looked...like a reply letter was in the process of being written.  
 _Don't read it...Don't you dare read it, Otto_ …  
Slowly he took the paper and scanned over it.

"Onishi-San

Thank you for your kind words, and I am ecstatic for my future trip to Japan. I have much to do in Manhattan, and I request a small two-week period to rest in Sparks before I fly for your beautiful country. This is big for Allen Corp, and I can't wait to go over it with you.

I will bring all that I can, and please inform me via E-mail if there are any important things you need from America.

I appreciate your kind offer, and it flatters me, but I respectfully decline your invitation.  
My heart belongs to Dr. Otto Octavius, who will forever be my one and only love. I do hope you understand my need to honor my promises.

It will be an honor to see you this fall.

Sophia Lillian Vincent."

Sophia...Lillian...Vincent….

Otto gasped at the information. SOPHIA….was MS. LILLIAN?! Otto was stunned into silence...before his eyes got cloudy. Sophia…..SOPHIA….She-...She had…  
Otto could hear Becky's voice in her head.

 _Words don't work with Sophie….Actions speak MUCH louder than words._

If Sophia was Ms. Lillian...then...then SHE was the one who gave him his second chance at life...SHE bought him his house! SHE had paid his sentence...paid his medical bills at Ravencroft...SOPHIA had been taking care of him...EVER SINCE HIS BETRAYAL.  
Tears ran down his cheeks and his heart swelled…After...EVERYTHING he had done...after all of her pain...she...she still…

"...Otto?"

The scientist gasped and quickly set the paper back on the desk, turning and adjusting his glasses, clearing his throat.  
"S-...Sophia...I-I mean, Ms. Vincent…" Otto coughed and looked towards Sophia...who had her arms crossed and her eyebrow raised. The scientist paused...and smiled warmly. "Dear ...Sophia-"

"Dr. Octavius, is there something you need?" Sophia asked, walking in and looking around, before looking back towards Otto. "...how did you get in? My office has a keypad lock…"  
"Oh-...the door had been left open slightly…" Otto paused, quickly wiping his eyes and looking upwards, smiling softly. "I-...Will you please allow me to speak with you, Sophia?"

She suddenly looked guarded...and checked the clock.  
"...Well...I do have twenty more minutes before my next meeting…" Sophia cleared her throat. "...I suppose...I have a little free time."

"Oh Sophia…" Otto reached out and took her hands in his. He paused when she flinched, and allowed her a minute to relax. For a moment, Otto let out a breath, before gazing into Sophia's soft hazel eyes...he could SEE her fear behind her guarded look…  
"Sophia...I want to let you know-"

RING!

Sophia gasped and broke away from Otto's grip, looking towards her desk phone. She coughed and put her hand up. "On-One moment Dr. Octavius." she murmured, walking behind the desk and blinking, noticing the lilies on her desk. She reached out and gently petted one of the petals as she picked up the phone.  
"Vincent."

"MS. VINCENT! THERE'S A CODE BLUE IN EFFECT!"

"A Code blue?" Sophia's eyes suddenly got serious. "Put the building on lockdown immediately! And tell me what the situation is!"  
"There's been a shooting RIGHT outside the building! Ms. Faith Harrell has been shot."  
Sophia suddenly had a look of pure TERROR on her face. "WHAT?!"

"The ambulance is on it's way! Firefighters are tending to her! She's so weak! We CAN'T find Officer Brice! Someone saw a man run off towards Eastman road!"  
Sophia trembled and panted, before FORCING herself to stay professional. "Put the building on lockdown! Get ALL of our security surrounding the buildings! Alert Captain Stacey that we need SWAT! Keep her awake-"  
"She's unconscious, ma'am!...I-...She may not make it…"

"Stay with her! Do NOT let her sleep!" Sophia slammed the phone down and trembled, a look of terror on her face. Faith...NOT FAITH! She had to find Jackson...she-...she had to…

"Sophia!" Otto reached a hand out for her, looking concerned. "What's-"  
"Otto, get to the labs!" Sophia quickly broke away from him and headed for the window, opening it. Letting off a growl, she suddenly pressed a button on her watch. Her business attire suddenly vanished, and her new Flying Fox uniform materialized. She yanked her hat off and tossed it aside, putting her mask on.

Otto took a step back, surprised that...she was going into action...in FRONT of him. "Sophia! What's wrong?!"

Flying Fox looked towards Otto. "GET to the labs and instruct EVERYONE to go into code blue! Stay down! STAY SAFE!" She shot, before plain jumping out of the window and taking to the sky.

***Disclaimer***

THE DRAMA! THE DRAMA!

And Clover/Adrianna belongs to one of my DEAR DEAR FRIENDS/Sisters VERMY!

:3 Review! Faith's LIFE depends on it!


	11. Agony

***SW***

"Thank you sir...just keep your distance."  
"OH for CRYING OUT LOUD, I **KNOW**!" Rex snarled, SNATCHING his licence from the police officer and storming off.

The man growled in pure frustration. Ever since his USELESS daughter arrived in New York City, he had been screened by at LEAST 10 officers a DAY! Even though she didn't have the means to blow the whistle on him for his murder on Moriah 8 years ago; she had STILL found a way to make his life MISERABLE!  
As if her mere EXISTENCE wasn't enough!

"Damned useless, worthless girl." he snarled, getting into the alleyway and walking down it. "I would give ANYTHING to wrap my hands around her wretched throat."

Almost as SOON as he said that, his word suddenly...stopped. All of the color of his surroundings suddenly vanished...and time seemed to slow down drastically. Rex paused and took a few steps back.  
What the heck?  
He gasped when he saw shadows forming around him...all with one single eye that stared into his VERY soul within. Rex felt his chest tighten and he panted, quickly turning...and bumping into a smartly dressed man with dirty blonde hair and an eye patch over one of his eyes. His other eye glowed a brilliant shade of yellow, and he had a toothy grin on his face.

"Well Well Well! Rex Ryder we meet once again!" Cipher greeted, tipping his hat and grinning evilly. "I had a hunch you'd be rethinking my offer."

Rex took a step back and growled, waving a hand in the air. "What's it to YOU, you one eyed creep? You're insane if you think I'd just TRUST you."

Cipher responded with a laugh and jumped into the air, summoning his cane and sitting on...the air. "HAHA! I'm insane either way, tough guy!" He waved off a hand and grinned down towards the man. "But enough about me, let's talk about YOU! Let's talk about how good ol' Sophia is keeping you from doing your own business."

"Don't even MENTION my daughter's name to me!" Rex snarled, putting his hands in the air. "That worthless witch has been a THORN in my side ever since she was BORN! I'll handle her MYSELF!"  
"Hmm, seems to me, she's doing the handling." Cipher leaned back and grinned cooly. "I mean, she's the CEO of Allen Corp. She has previous SUPERVILLIANS who work for her, and she herself is a bat of a time."

"Say wha-"  
"I could help ya take her down ya know." Cipher looked towards his nails, dancing his fingers in the air, as a blue flame suddenly appeared in his hand. "I only ask for a small... _Favor_...in return?"

Rex narrowed his eyes and studied Cipher. He seemed so sure of himself.  
"All I want is to tear her apart! I want her to go through the SAME pain I went through!" He looked towards Cipher and gritted his teeth. "I will literally give ANYTHING to see that worthless wretch SUFFER!"

Cipher chuckled, his one eye glowing an eerie yellow. He suddenly disappeared and reappeared right in front of Rex, offering his hand out to the man, his hand dancing in blue flames. "Then it's a deal then? I enhance Sophia's suffering, and in return you give me your loyalties as a...worker."

A worker? PAH! What did he have to lose if he was going to get PAID for this?! Rex narrowed his eyes and swiftly locked his hand with Cipher's. "Deal!"

Cipher's eye suddenly narrowed as he took ahold of Rex's hand and an evil grin came to his face...as the blue flames suddenly surrounded Rex's entire body.  
The man let out a hellish scream and his clothes suddenly took new forms. His cloathing changed into a black jumpsuit with yellow trim here and there. In the center of his chest, a yellow triangle with a white eye suddenly appeared and firmly attached itself to his skin, making him cry out.

The man convulsed a few times, his screams steadily getting softer….before he looked up with blank white eyes, making Cipher chuckle...and then laugh insanely.

***HS***

Montana sat in the waiting room, clutching his head in his hands and trembling violently. One hour….ONE….FREAKING...HOUR…..had kept him away from her. Now she was hanging onto life by a thread…

JJ was nowhere! NO ONE could tell him where his SON was! Was he alive? Was his little boy...DEAD?! If he was alive, WHO HAD HIM!? Was JJ scared?! His boy was probably wondering why his DADDY hadn't SAVED him!

Montana panted, grabbing the edges of his hair. His world was ending….it was ending...he couldn't take this pressure!

Beside him, Justin and Dennis sat in respective chairs. They had to be in a private waiting room because Montana had been freaking out when he got the news that Faith had been shot and JJ was nowhere to be found. Mark had gone to contact Sophia that they had found Montana...and she had ordered them to keep an eye on him, and for good reason.  
Montana was in a VERY desperate state, and they couldn't risk him being alone.

The three men looked up as the Doctor slowly came into the room and looked pointedly towards Montana, who flew upwards.  
"...Doc...TELL me she's alive...Tell me the babies are alive...please…" Montana's voice was broken...he could barely breathe. His mouth felt like cotton, it was...ripping into him like claws on flesh.

The Doctor let off a slow breath and pursed his lips. "Mr. Brice...We're still into the surgery...we had to perform an emergency C-Section to try and save the three little ones."  
Montana's heart nearly stopped. "...Three?...but-...but we were told we were having twins-"  
"Well...technically you are having twins, Mr. Brice." The Doctor replied solemnly. "One of the little ones was hit by the bullet that tore through your wife….we lost her…"

Montana felt his body...practically shut down. His vision went tunnel, and he swore he could no longer breathe. He couldn't make a sound…

"...I'm so sorry, Mr. Brice...but your other son and daughter are being delivered as we speak. I'm told the boy's vitals are strong, but we're concerned about his sister. She's so tiny and frail…" He paused and continued. "As for the mother…"  
Montana took a step up, fear written in his eyes.  
"...I don't know if she's going to make the night." The Doctor continued. "She's not responding...and her pulse is very weak. We're asking everyone we can to donate blood for her-"

"I'll do it." Montana stepped up. "I'll give her as much as she needs-"

"Mr. Brice, it's more complicated than that." The Doctor put up a hand. "She's O-...she can ONLY receive O- blood, or else it can have grave consequences" He pursed his lips. "Rest assured Mr. Brice...I will do EVERYTHING I can to make sure you don't have another loss…"

Montana trembled as the Doctor exited the room...and fell to his knees as the door shut. He stared at the ground in utter horror...three….Faith had been pregnant with triplets…  
...and one of them was gone forever...because he hadn't been there to protect her mother…  
He clenched his teeth...and started to get up.

"No!" Justin quickly got up and blocked the door, glaring at Montana. "You're staying in here, Jackson."  
"Get OUT….of my WAY…" Montana seethed. "I'm going to hunt down-"  
"You're not hunting down ANYONE!" Justin replied firmly. "You are going to SIT down, SHUT up, and WAIT for Sophia to arrive."  
"You need to stay here, Jackson." Dennis agreed. "Your surviving babies need their father to comfort them since their mother is...busy at the moment."

Montana shot Dennis a glare...but begrudgingly sat down and once again put his face in his hands. Hot tears leaked out of his eyes.  
JJ was lost…..One of his daughters was dead...his WIFE was dying...and the two little ones were so vulnerable.  
 _Oh God...is THIS my punishment?! Is THIS what I get for my years of wrong?! ….Take me instead...ME! Don't take Faith take ME! Don't punish Junior...punish ME…._

The man trembled and choked a sob, the minutes ticking by...ever so slowly…

***SW***

JJ whimpered, tears streaming down his cheeks as the stranger in the strange suit forcefully tied him to a chair, and TIGHTLY wrapped a rope around him. The little boy wanted to scream...but he had already been hit several times…  
If he screamed again...he'd just be hit again.

The toddler watched the man sneer over him, before he took the boy's chin roughly in his hand.  
"The death of your mother is only the start of your Daddy's pain." He snarled, roughling letting the boy go and heading to a nearby supply closet.

After grabbing a few things from the room, the stranger came out and removed his mask, setting his supplies on the table.  
Fancy Dan looked over his tools carefully. If he was going to pull this off, he would have to anticipate Montana's next move. No doubt the mother was dead already...which meant Montana only had this brat left. If he could figure out a way to entrap him…

"Wwooooowww, you've been planning this revenge for four years, and you're stuck?"

Fancy Dan paused...and quickly turned, firing his gun at...nothing.  
The man paused...and his world suddenly got dark. Gritting his teeth, he looked around quickly and aimed his gun...but it would no longer shoot.  
He could hear an eerie chuckle surrounding him...and he narrowed his eyes, trying to figure out where the sound was coming from.

"Show yourself!" He demanded, feeling his heart throbbing.  
...Nothing happened….

Fancy Dan panted, looking at the dark features around him...before he turned...coming face to face with one giant eye.  
The man screamed and took a few steps back, backing into a body. Quickly turning, Fancy Dan saw a well dressed man in front of him who was casually sitting on top of the table.

"Ahh Fancy Dan, we meet at last!" Cipher greeted, leaning back against nothing and grinning. "I had a hunch you'd make your move today."  
"What are you?" Dan took a few steps back, and tried to shoot at the intruder...but his gun wouldn't respond. "Who the FLIP are you?!"

"Name's Cipher." The man replied, leaning back to where he was laying his back on top of the table and crossing his legs in the air as though he had no care in the world. "I went by another name at one point, but this one's just weirder."  
Out of nowhere, he suddenly disappeared and reappeared right behind Fancy Dan. "Here's the thing, big shot."

Fancy Dan suddenly whipped around, gritting his teeth at the new arrival.

"I'm wanting a certian bat to join my ranks so I can finish a mission of mine…" Cipher smirked at the mixture of negative emotions rampaging through Fancy Dan's mind. He slowly advanced on the man and twirled his cane on his fingers. "But she's proving to be...stubborn." He looked thoughtful for a moment, before looking towards Fancy Dan.

"And what does ANY of this have to do with me?" Dan asked, glaring at the stranger that he...couldn't seem to cause ANY harm to. "That's your problem! I got my own people to-"  
"I understand you want revenge against Montana, correct?" Cipher asked, snapping his fingers, a sudden picture of Shocker appearing in his hand.

Dan watched the picture in Cipher's hand, and he glared upwards. "I'm already GETTING my revenge on Montana. I've killed his wife! I have his SON!"  
"Ha! Child's play! Besides! His little wifey is only unconscious! She's gonna make a nice recovery if she stays the way she is." Cipher waved a hand in the air as if dismissing the facts. "But you don't want him to break…" He looked towards Dan, his one eye glowing. "You want him to WRITHE in pain."

"How do you know this?" Fancy Dan asked, looking skeptical. "How do you KNOW his wife isn't DEAD now? I shot her in the BACK! She was unprepared!"

"Oh I know lots of things…" Cipher purred, a flame appearing at the tip of his finger, showing a sphere that showed many different happenings in the window of the sphere. He smirked and looked back towards Dan. "Point being, you only managed to kill one being...and a tiny spit in the ocean."  
He disappeared and reappeared right above him, making Fancy Dan take a few steps back.

"What YOU want...You want Montana to die slowly...painfully! Knowing he couldn't do ANYTHING to protect the ones he loves!" Cipher's hand erupted in flames and he landed on the ground, smirking and offering the hand towards Dan. "And who better to make Shocker WRITHE in pain...then Ricochet boosted up?"

Dan looked skeptical, sizing the man in front of him...he was no good...he could DEFINITELY tell that…  
"And what's the catch?" he growled, crossing his arms. "There's ALWAYS a catch."

"Are you good at getting me a puppet?" Cipher grinned. "In return for your sweet sweet revenge...you supply me a worker I can own as a puppet."  
"...That's IT?"  
"Tick Tock, guy." Cipher cooed. "I can always let you handle your own revenge...and let you walk right into a den of cops…"

Fancy Dan growled...before he firmly shook Cipher's hand. "Fine, you have a deal...but who exactly do you WANT me to get for you?"  
"Hmmm...lessee….eenie meenie miney…" Cipher's eye suddenly glowed blue. "YOU!"

***HS***

Sophia slowly entered the hospital room, softly shutting the door. She stayed quiet...the tension in the room was already so thick she could cut it with her own whip…  
Faith was laying on the bed, hooked up to IVs...blood supply...a breathing mask...she was pale...and she looked so weak...  
Catching sight of Montana in a chair, Sophia took a couple of steps closer to him…

He wasn't looking at her...he wasn't even looking at Faith...he had a bundle in his arms and had his face buried in it…

"...Jackson?..." Sophia reached out for him...but retracted her hand when he slowly looked up at her...and lowered his arms.  
Sophia suddenly slammed her hand over her mouth and her eyes widened upon...seeing a deceased infant bundled in the blanket Montana had been holding. She took a few steps back and placed her back against the wall, feeling hot tears welling up in her eyes.  
….no….

For a good five minutes...all was silent...the only noise in the room coming from the heart monitor that was connected to Faith.  
Sophia had tears running down her cheeks...her heart was being ripped apart…  
...no...Oh...Oh Faith...no….

"...Thank you for comin' Sophie…" Montana finally managed to say, his voice broken. "...I-...I…"  
"...Jackson...I'm so sorry…" Sophia breathed, her voice cracking under the weight of the situation. She let off a small sob and tried to regain her composure...but how does...how does one stay composed...FOR THIS?!  
She shut her eyes, letting more tears run down her cheeks...before forcefully clearing her throat and putting her hands to her chest. "...Where's….Where's the other one?"

"...there were three…"  
Jackson looked back towards his baby girl, holding her to himself and ever so gently brushing her little cheek with the back of his hand. "...Hope and Raymond are with the doctors…"

Sophia looked shocked for a moment...before she glanced towards the door.  
Triplets….Faith had been pregnant with triplets...that explained why she had to always cancel get togethers...always tired...always wanting to sleep…  
...but now one of the little ones was gone….and Faith didn't even know it…

Sophia took in a shaky breath and looked back towards Montana, trying to be strong. "...Did the Doctor say anything about Faith's condition?"  
"...Said she wasn't supposed to make it through the night…" Montana looked from his daughter towards his wife and reached for her hand, softly caressing her skin. He gritted his teeth. "...she's still here…" He was silent for a moment, before he slowly stood and cradled the heavy bundle in his arms. Turning towards Sophia, he frowned.

"...Sophia...I need a favor from you…"

"...I'll do my best." She replied, looking serious.

"...I need you to take care of Fay and the little ones…" Montana's eyes grew dark. "I need to get out there and find Junior…"

Sophia was silent...before she straightened up and frowned. "...I forbid it."  
Montana's eyes suddenly narrowed dangerously. "Sophie...there is NO ONE...I respect more...than Faith, and you….but I ain't gonna have you getting in my way of-"  
"Revenge?" Sophia finished, narrowing her own eyes dangerously. "What EXACTLY do you hope to accomplish?"

"To avenge my daughter!" Montana shot back, gritting his teeth. "To get my son BACK! To KILL whoever did this to Faith!"  
"And what happens if YOU get killed?!" Sophia took a step up, pointing at him accusingly. "What happens if YOU get shot and killed?! What happens if your actions kill JJ?! What THEN!?"

Montana gritted his teeth, looking down at the still infant in his arms. In a perfect world, she would only be sleeping...ready to wake and see her daddy...ready to face life…

"What do I tell Faith," Sophia continued, pointing towards the unconscious woman in the hospital bed, "When her husband is reported DECEASED?! Along with her DAUGHTER, Maybe even JJ if you do this?! What then?! She will have to deal with THREE deaths AND trying to raise two babies as a single mother!" She took a step up and gritted her teeth. "What THEN?! What will she TELL her children, who don't understand why their DADDY didn't want to watch them grow? WHAT DO I TELL HER?!"

Montana trembled….and tears ran down his cheeks, his teeth still gritted in anger.  
"...I can't just sit here-"  
"That's EXACTLY what you're going to do, Montana!" Sophia pointed towards the chair. "You are going to SIT. DOWN. SHUT. UP. And take CARE of your FAMILY!" She panted and stood up straight.

For a moment...all was quiet...before she put her hand on her chest.  
"...and I swear to you, Montana...on my Vincent honor….The Flying Fox WILL bring your son back to you, ALIVE and ready to meet his younger siblings…"

Montana was silent, his teeth still gritted...before he slowly sat back down and let off a shaky breath. He breathed out and gently hugged the bundle back to his chest, a quiet sob escaping him.

Sophia watched him for a moment...before she looked towards Faith, who was unresponsive through the entire conversation.  
I will find JJ, Faith...I will bring him back to you...I promise…  
Turning, she started to leave the room.

"...Sophia…"

The woman paused her walk and glanced over her shoulder towards Montana, who was looking towards her. The look on his face said nothing...and everything all at the same time.  
She watched him for a moment, before nodding at him, and exiting the room.

***SW***

Veronica looked over the streets, narrowing her eyes and studying the path she was supposed to destroy. Cipher should have been here by-

"YELLOW THERE!"

Veronica nearly jumped when Cipher suddenly appeared in front of her. Standing up fully, she put her hands on her hips. "So! I take it we still haven't located the chiroptera?"  
"Of course not!" Cipher landed on the edge of the building and grinned. "As long as we mess with the bat herself, then we're right on track!" He snapped his fingers, making Rex and Dan appear out of thin air.  
Both of them were limply hanging in the air, their eyes devoid of all life or emotion.

"Ooooh, you got the father too." Veronica rubbed her hands. "Though...I feel we can make this even MORE painful…"

Cipher grinned. "Oh?...and what would you propose?"  
The man watched his henchmaniac slowly morph into a new figure...and he grinned evilly.  
"Oh yes...now THAT will DEFINITELY cause some SERIOUS harm….HAHAHAHAHA!"

Otto walked from Allen Corp, checking his notes. Adrian walked beside him, pursing his lips and looking thoughtful.  
"What all did you hear about the shooting yesterday?" Adrian asked, looking towards Otto. "I heard a toddler was kidnapped."

"...Yes…." Otto looked up from his notes solemnly. For a moment he winced, before he looked towards Adrian. "Are you aware...that it was Mrs. Brice that had been shot?"  
Adrian looked spooked. "Mrs. Brice?...as in...FAITH? Faith Harrell?"

"Indeed." Otto looked back towards his notes and frowned. "She had been shot in the back, and her dear son was kidnapped...I haven't seen Montana or Sophia all day…"  
"Oh my good Lord…." Adrian looked forward, a stunned look on his face. "That's- that's horrible...Is she going to make it?" He looked back towards Otto, genuine concern on his face. "Ms. Harr-...Mrs. Brice is such a kind woman...She's the last one who deserves such an act on her…"

"I agree." Otto looked towards Adrian, grimacing. "But...I don't know any other details...and I didn't see Sophia at work today...no doubt the Flying Fox is currently trying to sort things out…"

"That wouldn't surprise me." Adrian crossed his arms. "Flying Fox is very admint on keeping those close to her safe…even you…"  
"Indeed…" Otto stopped walking. For a moment, he reflected on what he had seen yesterday...Sophia had started to soften to him...before she had been called out...and allowed him to watch her go into action.

"...How is your pursuit, Otto?" Adrian finally asked. "Do you...still plan on winning back her heart."  
"...Her heart is already mine…" Otto looked towards his dearest friend, placing a hand on his chest. "...She-...She refuses to be pursued by other men...she's-...she's sworn her heart to me….and has kept it all of these heartbreaking years, Adrain."

Adrian looked stunned...before he took a step up. "Then go to her! Seize the opportunity Otto! What's holding you back?"

"Adrian…" Otto looked towards his friend seriously. "I may have her heart...but I don't have Sophia's trust." He looked down lightly. "I broke her, Adrian...she's terrified of me...though she'll never admit it. If I have her heart...but not her trust...it's all for naught." He was silent...before he smiled confidently. "But I plan on being as stubborn as she is...I'm not giving up on her...I love her, Adrian…"  
"Heh…" Adrian smiled at Otto. "Do you know how strong you look right now, Otto?"

"I certainly feel strong, Adria-"

BOOOOOMMM!

Both Otto and Adrian suddenly covered their heads as a building EXPLODED, sending debris and glass EVERYWHERE. Both of the men were thrown back as the wind SLAMMED against them, sending them to the cold, unforgiving pavement.

"Unnh….Adrian!" Otto coughed from the dust and looked around. "Adrian! Are you alright?! Where are you!?"

"Otto!"

The scientist panted and forced himself to stand, trying to navigate through the dust. Trying to wipe his glasses, he managed to see a shadow in the dust.  
"Adrian! Adrian I'm her- GAH!"

Otto tripped and fell on his stomach, wincing as he scraped his arm against the pavement, allowing a small trickle of blood to escape his arm and stain his winter coat. Grimacing, the scientist managed to sit up and look towards the shadow. For a moment, he squinted his eyes as it got closer…  
...and a look of pure HORROR came to his face….

...as he came face to face….With Dr. Octopus?!


	12. Attempt 1

****

Otto's mouth fell agape in pure TERROR as Dr. Octopus loomed over him, an evil smirk on his face...though-...his goggles were glowing a yellowish color. Taking a few steps back, Otto felt his heart in his throat as Dr. Octopus's arms allowed him to stomp for him.

The villain grinned and chuckled evilly...before he sent two of his arms straight for Otto. Without really thinking, Otto quickly ducked out of the way, grabbing the nearest thing to him...a hubcap, and CHUCKING it towards Dr. Octopus.  
It was easily caught by the villian...who ignited it in fire. Otto gasped as the hubcap was sent HURLING back for him, ready to end his life.

"GANGWAY!"  
"UGNH!"

Otto found himself lifted up and hurled into the air. Letting off a scream, he was roughly grabbed by the back of the coat...before being dropped on the ground. Otto coughed and looked up.  
"A- Arachnid?!" He asked, seeing Spiderman before him.

"Ya know, I prefer the term 'Spider-Man'" Spidey replied, lifting his arms in a shrug. "Though even Montana still calls me 'bug' for- WHOA!" Spiderman suddenly jumped up as a fireball was tossed at them.

Otto scrambled away from the flames and forced himself to stand.  
"Oh no you don't!" Spiderman landed in front of him. "You're explaining yourself! Do you have any IDEA how this is looking against Y-"

 **Stomp! Stomp Stomp Stomp Stomp!**

Both Spidey and Otto looked towards the street as Dr. Octopus quickly stomped for them.

"HOLY FLIPPING CRAP, ITS DOC OCK!" Spidey paused and quickly looked towards Otto...then Dr. Octopus...and then back. "WAIT!...If YOU'RE Doc- then WHO-" Spiderman's words were suddenly thrown off as he was GRABBED by one of Ock's arms and SLAMMED around the street a couple of times, allowing people to run from the area. A few stranglers stayed around, whipping out their phones and recording what was happening in front of them.

Spiderman was thrown in the air and quickly shot a web into the air, landing on a light post, gritting his teeth behind his mask. Oh great...NOW how had NO IDEA what to do!

"CHIROPTERA!"  
"Uh, no, you've reached the Arachnid" Spidey quickly jumped from the light pole, right as an arm grabbed for him. Swinging in the air and landing on the side of a building he waved his arms lightly. "Though I'd be happy to take a message."  
He gasped and quickly jumped up as a MASSIVE fire ball came for him, SLAMMING the hero to the ground and making him quickly roll around to get the flames out. Spiderman yelped in panic, "HOT! Hot hot hot hot hot!"

Otto took a step up, unsure of WHAT he could do. He had never even CONSIDERED helping...SPIDERMAN of all people before!  
"OTTO!"  
The scientist quickly turned, seeing Adrian run up, trying to assess the situation. He had a horrified look on his face, before looking towards Otto.

"I have NO IDEA what's going on!" Otto suddenly stated, before Adrian could even inquire. "That's not me!"  
"...Ok...then try explaining that to her…" Adrian quickly pointed upwards.

Otto looked up to the sky where Adrian was pointing...and his heart sunk.

Spiderman swung through the air, quickly getting grabbed by the leg and being thrown around like a rag doll. "UNGH! Really- UNGH! What's with- UNGH! Grabbing my- ACK! Leg all the time?! GAHH!" He was SLAMMED into a car and groaned, trying to stand.

Dr. Octopus grinned, his goggles glowing yellow. Advancing on the downed Spiderman he seemed to pause, searching around the area at the crowds for someone specific. Where had the scientist gone-

 **SNAP!**

"GAAAAAAAHHHHHHHHHH!" Dr. Octopus found himself screaming as a harsh wave of electricity SURGED through his body from behind. After a moment, something wrapped around him, and he was HURLED across the street.

Spidey watched Doc land on the other side of the pavement, before he felt someone hoist him out of the shattered car.  
Flying Fox gently set him on his feet and landed next to him...though her eyes were planted on the other side of the street. She had a dark look on her face...and her eyes looked cloudy. For a moment both she and Spiderman watched Doc slowly get up and face them.

Spidey paused...and winced sharply before he quickly put a hand on Flying Fox's shoulder. "Uh- Foxey, maybe you should sit this one-" His hand was slapped away and she quickly rushed for Dr. Octopus. "FOXEY! THAT'S NOT DOC!"

Flying Fox didn't hear him...she wasn't even paying attention. Spreading her wings, she quickly attacked Dr. Octopus...who snatched her by the wrists and SMASHED her into a wall.

"FOXEY!"  
"SOPHIA!"

Otto put his hands to his head in panic. NO! NO THIS CAN'T HAPPEN! NOT when he was SO CLOSE to showing Sophia he was a new and improved Otto Octavius! Not when he was earning back her trust! This CAN'T Happen!...It wouldn't LET it!  
Otto hesitated...before he ran for the battle.

"OTTO!" Adrain tried to stop him, but the man was already barreling for the fight.

The scientist was mentally bashing himself as he ran for the fight. What could HE do?! He no longer owned his arms, ALLEN CORP did! And he had no time for a debate about getting them BACK!  
No- he had to get this IMPOSTER away from Sophia!...He had to prove to her that this...THING was not HIM!

He slid to a stop and gasped when Flying Fox was sent SLAMMING into another building, shattering glass everywhere. Gasping, he turned, watching the heroine slide down the wall and SLAM to the cold unforgiving snow below, glass surrounding her.  
Quickly, Otto turned and ran for her, scooping her into his arms and shaking her. "Sophia!...Sophia!"

"AAAAAHHHH!"  
Spiderman found himself hurled into the air, as Dr. Octopus growled and swung him a few times, before throwing him away. He then proceeded to turn and spot Otto and Flying Fox. The scientist was trying to snap the heroine out of her dizzy frenzy.  
Narrowing his eyes, Dr. Octopus quickly stomped for them, the tips of the mechanical arms whirring like buzz saws.

"Ah-ah-ah!"

Dr. Octopus turned...and was KICKED firmly by Spiderman, causing him to lose his balance and fall to the ground. Growling, he turned and a fireball appeared in his hand.

Spiderman gasped...and quickly jumped in the air, doing a backflip as the fireball sailed under him. Landing on all fours, he quickly shot a web at the villian, tugging at the webs to force him to SLAM into the snow...however, when Dr. Octopus landed in the snow, the perimeter around him suddenly melted immediately.  
"...ok….that's a bad fever…" He muttered.

Doc looked up and smirked, reaching up and snapping his fingers. Almost as SOON as he did that, two men in black jumpsuits appeared out of thin air and grabbed Spidey. As they proceeded to beat down on Spiderman, Dr. Octopus got up and quickly turned…

"Sophia! Sophia please wake up!" Otto called, supporting her body with one arm and putting his other hand to her neck, wiping off a little blood from her that had been caused by the glass. He could feel her pulse, and she was panting. If it was taking her this long to recover, the impact must have done something horrible.  
Otto narrowed his eyes and brought her face closer to his. "Sophia!...Sophia look at me, my beloved! You need to open your- URCK!"

Otto dropped Sophia and choked, as a metal claw swiftly grabbed him by the neck...and started applying pressure. The scientist flailed around wildly, in an attempt to free himself from the grip. NO! It couldn't end here! It CAN'T END HERE!

"Ungh…"  
Flying Fox moaned and slowly sat up, putting a hand to her head...and looking upwards. What she saw...sent buckets of horror and...confusion to her. "Otto?...OTTO!"  
Dr. Octopus suddenly looked towards Flying Fox, as did Otto, who desperately reached his hand out for her. "So-...ph-ia…." he choked.

Out of nowhere, Cipher landed behind Flying Fox and snapped his fingers. She let off a scream and landed on her knees, holding her head painfully.  
Just as quickly as he came, Cipher suddenly disappeared and reappeared, SLAMMING his hand against Otto's neck, causing the man to fall limp and pant for air, choking to breathe. Looking towards Dr. Octopus, Cipher nodded, and quickly disappeared.

Flying Fox convulsed on the snowy ground, panting harshly...Her vision was getting cloudy...her world was spinning...she was having trouble breathing.  
Trying to crawl on the snow, a body caught her attention...and she looked up...her eyes resting on Otto who was laying on his back, struggling to breathe…  
All of her surroundings disappeared...she was in a pool of black...it was only her...and…

"OTTO!"  
Forcing herself to scramble to the scientist, she placed her hands on his face, tears welling in her eyes. "NO! OTTO! Otto no! Otto you can't!" Her breath shook and she whimpered, caressing his face. "I love you Otto….I love you…"

"...yes...yes you do…"

Flying Fox tensed and looked behind her...Dr. Octopus slowly slinked over, a smirk on his face and his fingers drumming against each other. He landed beside her and the wheezing Otto, wrapping his tentacles slowly around Flying Fox's body and forcing her in the air, closer to him.  
"You love me so much, don't you, Chiroptera?" Dr. Octopus reached out with his hand and trailed his fingers down her face...across her neck until his hand rested over her heart.  
"Your heart beats for me...it craves me...it yearns for me…" He grinned and his tentacles got tighter around her, making her scream.

"Your heart...means...NOTHING to me, Chiroptera!" Reaching out, Dr. Octopus grabbed Flying Fox's throat and brought her face mear inches to his. She could feel his hot breath against her lips as he smirked darkly at her.  
"I _hate_ you, Sophia...I hate you from the bottom of my cold heart…" He whispered, his fingers slowly tightening on her throat, causing her to choke. Dr. Octopus chuckled and brushed his lips against hers. "Hate me." He whispered.

His grip tightened around her, causing her to scream. His evil smirk only widened. "HATE me! You can't escape me! And you're NEVER going to change me! YOU MEAN **NOTHING** TO ME, CHIROPTERA! I **HATE** YOU! AND I HOPE YOU **DIE**!"

Flying Fox screamed in pain, tears running down her cheeks. Dr. Octopus grinned….

 **CLANG!**

"GAH!" Dr. Octopus let off a yell when something SLAMMED into him. Slamming to the ground, Dr. Octopus involuntarily released Flying Fox, causing her to SLAM into the cold snow, smacking her head in the process.  
Dr. Octopus narrowed his eyes and turned….only to be PUNCHED in the mouth...by Otto Octavius. Landing, Doc looked up, his disguise fading slightly, revealing Veronica...before Dr. Octopus quickly appeared again.

Otto gasped at the action….the being who had attacked Iron Man and Flying Fox...It had been all over the news that Spiderman had attacked...and then turned into a fire-woman…  
This woman...was FRAMING people….WHY?!  
Quickly shaking his head to snap out of it, he placed himself between 'Dr. Octopus' and Flying Fox.

"You're not touching her…" Otto growled, clenching his fists, looking ready to fight, even though he was severely outmatched. "Everything you just said to her is a LIE!"

Dr. Octopus smirked and rose on his mechanical arms. He snapped his fingers and the two men who had been beating up on Spiderman suddenly appeared beside him.  
Otto gasped, able to identify the men as Fancy Dan….and Rex Ryder.

"Perhaps…" Dr. Octopus replied, smirking evilly, before his form vanished, revealing a smirking Veronica. "But SHE sure fell for it."  
With that much said, she snapped her fingers once again...and all three of them disappeared into thin air.

Otto panted...and his chest tightened, quickly turning and bringing the unconscious Flying Fox into his arms. "Sophia." He whispered, cradling her body against his to keep her warm. He panted a few times, trying to force himself into a calm state. Otto placed his forehead against Flying Fox's and gritted his teeth. "Sophia...Sophia don't listen to those lies...I love you...I lov-"  
Click!  
The scientist paused and looked around him in horror...as he was surrounded by New York's finest, all aiming their weapons at him.

No...No!  
"Officers…" He panted. "This-...This isn't-"  
"Otto Octavius." One of the officers approached him, aiming his weapon at him. "Release Flying Fox and put your hands in the air."

***SW***

JJ whimpered, looking out every which way that he could…

Where was mommy? Where was Daddy? Why had that mean guy taken him away from them?  
He was sooooo hungry!

The 3 year old shakily stepped onto the walkways of the city, looking everywhere. Everytime he was outside, he was always with Mommy, Daddy, or Aunt Becky...  
Had he done something wrong? Did they not love him anymore? Did they leave him?

Questions formed in his tiny mind, and he tried his best not to cry as he looked at the faces that he passed. Ever since that yellow guy had left with that other guy...he had been wiggling from that rope…  
He managed to get free...but now he didn't know what to do!

The toddler yelped when someone almost stepped on him and quickly started running. He ran past the people...past the cars...past the buildings.  
"Mommy! Moooommmyyy!" he wailed, tears streaming down his cheeks. He didn't see the car coming for him…

HONK!  
SNATCH!

JJ yelped when someone swiftly grabbed him out of the street and tightly held him to themselves. Shaking, JJ instinctively held onto the person, whining. For a moment, all was still, before the person patted his back.

"There there now...You need to be careful little one…"

JJ sniffled and looked upwards with tears in his eyes. He was clinging to the leg of a large, very buff man who had a decent hold on him. The man was wearing a business suit, and was well done up with a bow tie and thick red sunglasses. He knelt down to JJ's level and gently placed a hand on his shoulder.

"...young man...you're far too young to be away from your mother…" He said gently, to which JJ sniffled and rubbed his eyes.  
"...I-...can't find my mommy" JJ blubbered, whimpering and letting off a soft sniffle.  
"...I see…" The man frowned seriously, patting JJ's arm, before a small smile came to his face. "Then be a good boy and let's find the police station, shall we?"  
"...but…" JJ sniffled. "The police punish bad people...I'm not bad...am I? Did I do something bad?"

"Why no, of course not!" The man smiled. "The police will help us get you back to your mother. I'm sure you want to be back in her warm embrace, right?"  
"...mm-hmm…"  
The man gently picked up JJ and set him on his shoulders, smiling softly. "What's your name, dear boy?"

"...I'm Jackson...but Mama calls me 'JJ'."  
"A very strong name." The man replied, beginning to walk for one of the nearby buildings. "I'm sure your parents are very proud of you."

"...You think so?"  
"Indeed. And as proud parents, they're probably also extremely worried about you as well." The man scanned the area, before carefully crossing the street, the boy still on his shoulders. "Ah here we are...you weren't too far."  
They came upon one of the police stations and headed in. As the man set JJ down, he paused, noticing the officers off to the other side of the room escorting a larger man with glasses inside.

For a moment the man was silent, before flagging down an officer. "Excuse me."  
"Yes sir?" The officer came over...and immediately noticed JJ at the man's feet.

"JJ!"

Officer Mark quickly ran over and knelt to be level with JJ. "OH Praise GOD! Montana and Fa- Well, technically your Father's been worried SICK about you!"  
"I MADE DADDY SICK?!" JJ panicked, looking scared. "AM I BAD?!"

Mark paused and quickly put up his hands. "NONONO! NO you're not in trouble, buddy! But you're daddy's going to be THRILLED to know you're safe…." He picked up the child and sized the man beside him up.

The man studied Mark for a moment...before he smiled. "I take it you know the lost one."

"Yes, sir. He's the son of a co-worker of mine…" Mark bounced JJ and sighed. "He's been missing for a while now...his Father is going to be so relieved."

"Pardon me…" The man looked to the side, motioning to the other side of the room. "I don't want to stick my nose into police business….but...what did that gentleman do wrong?"  
Mark looked across the room...and scowled. "...oh...that's Dr. Octopus...or Otto Octavius...he was showing promise, but he relapsed and attacked the Flying Fox." The officer glared at the man who was being forced to sit down on the other side of the room. For a moment, the officer seemed to darken...before he bounced the toddler on his leg.  
"Flying Fox is now in the hospital thanks to him…"

The man frowned lightly...before he looked towards Officer Mark. "...are you certain it was him?"

Mark blinked. "Sir...He was Dr. Octopus four years ago and committed several heinous crimes; one of which being the attempted murder of both Spiderman and Flying Fox…"  
"As a police officer...do you have solid proof that this man did it once again?"

Mark blinked...and frowned. "Sir, with all due respect, I know how to do my job…" he put out his hand. "Thank you for finding the child...I will take him to his parents...Mr…?"

"Gunther." The man reached out and shook Mark's hand firmly. He gave a slight smile towards JJ, before turning and slowly exiting the building, a small frown on his face.

Mark watched the man head out of the door...before he looked to the side for a moment. Well...Sophie does usually say to get all of the evidence…  
He turned towards the other officers. "Hey...someone pull up the traffic cams of the incident."

***HS***

The room was bright...and cold...very cold…  
Her head hurt...she felt nauseous...was there a blanket nearby?

Faith moaned...and slowly opened her eyes…

"...mm…"

"..shhh…"  
"...Jack?" Faih moaned once again, shutting her eyes as she was suddenly made aware of the HUGE headache she had pounding in her head. She groaned and lulled her head back…  
...someone put a hand against her cheek…

"Shh...Fay...please don't strain yourself…"  
"...Jack…" Faith muttered, putting a hand up and touching his hand with hers. She felt something on her arms...were those...IV's?  
Opening her eyes, Faith let out a breath and looked to her right, seeing the outline of her husband above her.

Montana was looking down at her, a stressed look on his face.

Faith was silent, trying to put her finger on...whatever the heck was going on…  
"...Jack?...Did-...Did I go into labor?" she mumbled, trying to push herself up...but found herself unable to really move. "Ungh….where's JJ? What...happened?"

"Fay…" Montana caressed his wife's cheek, a shudder escaping his breath. "Oh Fay...Thank God you're still with me…"  
"With you?" Faith mumbled, once again trying to get up.

"No...No, Fay, stay down." Montana's hands gently pressed on her shoulders. "...you need your strength…"

"...Where's JJ?" Faith looked up, wincing sharply as a pain shot through her back and let off a yell. Montana responded by wrapping his arms around her and as gently as he could, forcing her to lay back down.

"Fay!...Fay please...please rest…" He trembled, alerting Faith.  
"...WHERE...is JJ?" She asked, trembling. "...Wh-...Why is my stomach-...did I go into labor?...where are the babies?"

Montana pursed his lips and lowered his head. "...Fay...Fay please listen to me…"

Faith's pulse suddenly quickened, the heart monitor beeping more rapidly.  
"Jackson, WHERE's JJ?!" She asked in a weak voice, grabbing his hand. "Why am I not carrying anymore?! Where's our children?! Why am I HERE?!"

Montana panted, glancing at the heart monitor. He couldn't lie to her...it would just set her off...but...but what would she do once she found out?  
"...Fay...you were shot yesterday…" He breathed, looking at her in the eyes. "...You-...You were with Junior...Someone shot you…"

Faith looked at Montana in horror.

He winced, his breathing becoming heavy. "...We can't find JJ...and you...were carrying triplets."

The heart monitor sped up. Tears weld in Faith's eyes.  
Montana felt tears come to his own eyes, the look on his wife's face breaking his heart.  
"...and...one of the little ones passed away…" He placed his forehead against Faith's, tears streaming down his cheeks. "...I'm so sorry I wasn't there to protect you, Fay….I'm so...SO sorry!"

Faith trembled in Montana's arms...before she shut her eyes tightly, hearing her weakened voice let out a cry of anguish.


	13. Stubborn Love

***FB***

Sophia stood by the memorial of Tower 2, her hands on the ledge and gingerly watching the waterfall continuously fall...into a neverending mournful song of silence…  
She breathed in and let off a soft sigh. This is what she fought against...this is what her brothers fought against...this is what the COUNTRY fought against…

Though...she could probably stand to do more. But what could she do? She was just a young woman with ice skating talents and a favored Allen Corp representative…

What could she do to change anything?  
She let off another sigh and glanced at the tiny box in her hands...What could she do?

"Sophia?"

She paused and her heart skipped a beat...before she turned and smiled softly at the new arrival. Otto Octavius...the brilliant scientist of TriCorp...the one who made her smile...the one who actually made her feel important…  
"You're laaaate." Sophia teased, turning to face Otto, who quickly took a few steps over, fumbling with his hands.

"I-I-I'm so sorry Sophia. Th-The Subway was delayed- I-I-I tried to call, but the service in the tunnels is almost nonexistent-"

"Relax Otto." Sophia smiled and patted his shoulder. She let off a soft laugh, smiling softly at the scientist. "I've only been here for a few minutes myself, so we're BOTH late."  
"O-Oh." Otto chuckled lightly, putting a hand to his head in embarrassment. "Then we're both in the hole it looks like."

Sophia smiled and offer him her hand, to which he slowly took, a blush on his face.  
"Come on! I know the perfect place to get some brunch."

They spent the entire morning conversing...eating...roaming the museum...walking around the memorial.  
It was relaxing and peaceful...It made his heart beat faster...It made her heart grow fonder.

After the long morning and early afternoon set in, Sophia and Otto found themselves once again at the memorial pools, gazing at the water and looking at the names on the walls.  
"...It's amazing…" Sophia finally said, gazing at a particular name. "It's in our weakness when we find out just how strong we are."

"Oh?" Otto looked towards Sophia, intrigued at her statement. "What do you mean, Sophia?"

"Just look." Sophia pointed at the stone that read 'United 93 victims' and listed off names. "This flight fought back...in the face of danger...knowing they might not make it out alive...knowing that they might fail." She smiled softly, setting her hand on one name. "...But they didn't let it stop them from doing what's right...they had honor…"

Otto gazed at the light glowing from Sophia. She was very passionate about doing what was right...about helping and protecting others. She wasn't afraid to stand up for what was right.  
...It was...beautiful...She was beautiful...she was so strong…

"Indeed...I'm-...I'm not sure if I could ever do something so brave." Otto admitted, gazing at the names before him. "The fear of the unknown...can be daunting."  
"...Do you know what's going to happen tomorrow?" Sophia looked towards Otto, smiling gently.  
"Of course!" Otto turned to face her. "Tomorrow's the bat experiment...Tomorrow holds a key of possibilities-"  
"But do you know what those possibilities are?"

Otto paused at her question...and put a hand up slightly. "Well...no…"

Sophia turned to face him and took his hand, making the scientist's cheeks flush. She smiled at him warmly. "To know the unknown...doesn't mean that much to me. I know what I know right now, and that's enough for me." She paused and blushed...before putting a small box in his hand. "And...I'm prepared to face the future, no matter what it holds."

"Sophia...what's this?" Otto gently took the box and trailed his fingers against the velvet. Opening the box, he saw a necklace...a crystal butterfly on a delicate string of silver. "Oh my, this is beautiful just like -" The scientist suddenly caught himself and quickly cleared his throat. He seemed confused for a moment, before looking up towards Sophia.  
"Wait...isn't this yours? You always wear this, Sophia."

Sophia looked to the side and fiddled with her hands...Otto had NEVER seen her so...nervous.  
She had a blush on her cheeks, which made him blush.

"...Otto…." Sophia cleared her throat and looked back towards Otto, a soft look on her face. "I want you know that you mean a great deal to me."  
"Oh my...Sophia." Otto blushed, feeling his heart quicken. What could he say to that? He wanted to repeat it to her...for the year that he knew her...he had grown so close with her…  
He had grown to love her laugh...grown to respect her opinions...grown to desire her presence…  
...he had...grown to…

"I want you to keep this…" Sophia slowly reached for his hand and clasped it with both of her hands. "It's a sign of...well...me." She paused and blushed. "Otto Octavius...on my Vincent honor...I swear to you...you are top priority to me."  
"Sophia…"

Sophia blushed and shrunk lightly.  
 _JUST TELL HIM SOPHIA! Tell him you love him! Tell him you want him with you!_  
"...Otto I lo-"

"SOPHIA!"

Sophia gasped sharply and looked to the side, causing Otto to jump lightly and look over as well.

A man was motioning down Sophia...and he didn't look happy.  
"SOPHIA L. VINCET GET OVER HERE NOW!" He yelled, seething.

Sophia winced...and looked towards Otto. "...I'm so sorry Otto." She murmured softly. "I'll….I'll see you tomorrow at TriCorp for the presentation."  
"Sophia, are you alright?" Otto reached for her, a concerned look on his face. "Who is that man? D-...Do you-" Otto suddenly paused when he felt a quick kiss on his cheek courtesy of Sophia. His world stopped...his heart raced. Did-...Did Sophia Vincent...just?

"SOPHIA!"  
"I'm coming, dad!" Sophia replied in an agitated voice. She sighed and looked back towards Otto...before squeezing his hand and walking away...leaving a stunned Otto Octavius to watch her leave….

***HS***

Flying Fox suddenly opened her eyes and she gasped, sitting up. She panted and trembled, shutting her eyes and putting a hand to her face.  
... _not that memory...not that one…_ _  
_ _Please don't remind me that I pledged my heart to him...don't remind me that I was fooled into thinking he loved me_ …

"Hey, look what the bat drug in…"

Flying Fox paused...and looked to the side...seeing Spiderman standing beside her, hands on his hips. "I was wondering if you'd wake up." He said sincerely. "Though, don't bats usually fly by night and sleep all day?"  
"...What are you doing here?" Flying Fox moaned, looking over herself….and looking at her surroundings. Was she...in a hospital? "For that matter...what am I doing here?" She paused and gritted her teeth...before trying to get up from the hospital bed.

"Uh-uh!" Spiderman quickly got in front of her and put out his hands to block her. "No you don't Foxey. You're staying in that bed...you were hurt pretty bad."  
"Oh I wonder why." She muttered, gritting her teeth. "Dr. Octopus knew I was weakening." She clenched her fists and narrowed her eyes. "He caught me off guard...he knew I was listening to my heart to come back to him...HE KNEW I still love him...all of that talk….all of those words...were COMPLETELY FAKE!"

"Foxey!" Spiderman quickly took her shoulders and shook her lightly. "Foxey please listen to me! That WASN'T Doc!"  
"Oh really?" Flying Fox glared at Spiderman gritting her teeth. "Care to ELABORATE?"  
"Foxey, I know you've been really tense since Doc found out you're alive." Spidey narrowed his eyes. "But you need to TRUST me! You trust me don't you?"

Flying Fox was silent...and she looked to her knees, gritting her teeth.

"Foxey...please let me get that evidence from the police station." He breathed, watching her tremble. "I've already proven to them that it WASN'T Dr. Octavius who rampaged yesterday. Let me prove it to you. Please Foxey...PLEASE trust me…"

Flying Fox said nothing...she was too busy trembling in rage. "...fine...I'll let you present that evidence to me." She growled, clenching her fists. "...but until then...I don't want to see him."  
"Yeeeeaaaahhh….about that…" Spidey put a hand to his head and pointed behind her.

Flying Fox suddenly froze at the statement...and she felt a slow gentle hand place itself on her shoulder.  
"...Sophia…" she heard Otto's heartbroken voice whisper.

"...get out…"

Spidey paused and put up a hand. "But-"  
"I SAID **GET OUT**!" Flying Fox snarled, burying her face in her hands and trembling.

Spiderman was silent...Otto stayed in his spot…  
...before Spiderman slowly looked towards Otto and made a motion towards Flying Fox...before he turned and left the room, leaving Otto and Flying Fox in the room.

Otto watched Spiderman leave...and looked back towards Flying Fox, a shaky breath coming from him. For a moment, he was silent...what could he SAY?  
"Sophia-"  
"I don't want to hear it." Flying Fox replied bitterly, keeping her face in her hands, letting her legs hang over the bed, debating on plain getting OUT and flying out that stupid window. "...I can't handle any words right now…"

For a moment all was silent...before Otto frowned...and slowly wrapped his arms around Flying Fox. He felt her body freeze...her breathing got shallow...she trembled…  
"...No!"

Otto yelped when he was SHOVED away. He tried to regain his balance and gasped when Flying Fox got out of the hospital bed and YANKED the IVs out of herself, shakily heading for the window.  
"... **NO**! SOPHIA NO!" He quickly grabbed her arm and tried to bring her to him.  
"Let GO of me!"  
"YOU CAN'T FLY!"  
" **WATCH** ME!" Flying Fox got to the window and jerked it open, not paying attention to her limp wings.

"SOPHIA!" Otto grabbed her from behind and forced her to the ground. "STOP!" He yelled. "YOU. CANT. FLY!"  
"UNGH!" Flying Fox felt all the air rush out of her when he brought her to the ground. She panted and trembled...she hadn't been prepared for that...Why wasn't she getting up?

"Sophia!" Otto scrambled up and looked over her, placing his hands on her side. "Please listen! You're weak! Your-"  
"I'm NOT. WEAK!"  
"No! You're physically weak!" Otto quickly replied, grabbing her shoulders as she lay on the floor. "You have NO energy! Your wings are under hospital anesthetic! You jump from that window and your wings will fall from the strain! YOU. **CANT**. FLY!"

Flying Fox panted...Otto panted...the room was silent...no one was coming in...no doubt Spiderman was blocking the door…

"Sophia…" Otto placed a hand against her cheek and gritted his teeth, furrowing his brow. "I can't lose you again...I love you...I-"  
"I don't want to hear it!"  
"Sophia! I am **NOT** Rex Ryder!"

Both of them were silent...the force of Otto's statement had actually echoed off of the walls of the small hospital room. After a moment of forcefully calming himself, Otto finally saw the tears in Flying Fox's eyes...and he slowly picked her up in his arms, bringing her to himself. She struggled for a moment...but she was too weak to continue fighting.  
Otto shut his eyes and rested his head on top of hers, listening to her labored breathing...He could feel her wings limply resting against his arm. He had a strange desire to stroke her wings...to comfort her…

Instead he opened his eyes and hefted her into his arms, carefully taking her back to the bed...gently setting her down, he looked into her eyes...sternly.  
"Sophia...I know I have your trust to gain back...but you're not helping by pushing me away." He said firmly. She was silent...and he continued.  
"Sophia...everything that monster told you is a LIE...I **LOVE** you...I love you more than my own LIFE means to me." He placed his hand against her cheek and caressed her face. "I fought myself as Dr. Octopus...I couldn't win against him...You won against him...but it cost me your trust…"  
He looked down, shutting his eyes and letting off a breath. "I vow to you, Sophia...My heart is YOURS...and ONLY yours...please...please accept it…Please forgive me..."

Flying Fox's mouth hung agape at his words...but...his expression is what truly spoke to her.  
She felt hot tears sting at her eyes...his body language was broken...his expression was broken...his words...were bittersweet…  
"...Otto…" She breathed, slowly placing a hand on his cheek. He responded by placing his hand over hers and pressing it tighter against himself.  
"...oh Sophia-"

"Doctor, no-" Spidey's voice came, before a Doctor came into the room and frowned.

"...Mr. Octavius...I'm going to have to ask you to leave." The Doctor said, frowning. "We need Ms. Fox resting and getting fluids into her."  
"But-" Otto looked towards the Doctor...something about this guy gave him chills. He was being so...forceful. Frowning, Otto looked back towards Flying Fox, kissing the palm of her hand and gently setting her hand on the bed.  
"...I love you Sophia…"  
"...I-...Otto I...lov-"

"Mr. Octavius."  
"Yes of course…" Otto stood from the bed and slowly walked for the door, glancing back towards Flying Fox...before the Doctor shut the door as Otto exited the room.

Flying Fox reached for the door. "...Otto-"  
"Ms. Fox." The Doctor walked over and took her hand…

As SOON as he touched her hand, Flying Fox felt her emotions boil. LOATHING came to her. Pure unbridled RAGE hit her chest.  
 _I HATE you OTTO! I_ _ **HATE**_ _YOU! I HOPE YOU DI-  
What?! NO! I __**LOVE**_ _OTTO! I -...I lo-...  
_ _ **I HATE YOU!**_

Flying Fox suddenly retracted her hand from the doctor and panted, gripping her chest and letting off a pained sound. He head lulled back and she went limp as an unconscious wave hit her.

"That's right...go to sleep, little fox…" The Doctor's eyes glowed yellow...and Cipher materialized in the Doctor's place crossing his arms and smirking at the sleeping form. "Sleep….embrace the feeling...regard all others with hate…"  
He paused when he sensed something in the air. Narrowing his eye, he disappeared and reappeared on the roof of the hospital, looking over the horizon. For a moment he looked ready to dismiss the feeling...before he paused.

That presence...Cipher suddenly scowled and clenched his fist.  
FLIP IT ALL! How did he find him!? Had he figured it out?!  
Cipher scowled...and crossed his arms. "I guess I'm on a time limit now…" His one eye narrowed. "No matter...the Fox continues to downcline...The further apart I draw her from her beloved scientist...the more likely she is to make a deal…"

***HS***

Montana felt himself going in and out of sleep...it was uncomfortable leaning against Faith's hospital bed...but he couldn't go home...not when he knew he'd just be greeted by an empty apartment…

...Besides...he needed to check on the little ones every few hours...they had to be in a separate room in special holding beds...but they were healthy…  
Though his surviving daughter was so tiny...so frail…

He suddenly shot up when the door opened and almost reached for his watch to turn into Shocker…  
...before he noticed Becky and Steve come in...with JJ.

"DADDDYY!"  
"JUNIOR!" Montana paused when he realized he yelled, but he shook it off and quickly snatched JJ out of Becky's hold and embraced his son. "Oh my boy…"  
"DADDY!" JJ hugged his father's neck and snuggled into his shirt, feeling his dad's strong arms around him.

Montana trembled for a moment, before looking towards Becky and Steve. "Where-...Thank you….Where-"  
"Don't thank us!" Becky said, waving a hand lightly in the air. "Mark called us and asked us to bring him here since we need to see Sophia."  
"A man who called himself 'Gunther' found him and turned him into the police station." Steve reported, slightly smiling at the sight of the small boy nestling into the safety of his father's chest.

"So someone found him…" Montana let off a breath. "Oh thank God...thank-...wait" He paused, looking confused. "You're here to see Sophia?...What-"

"JJ…" Faith's weak voice came.  
"Mommy!" JJ looked from his father and reached his arms towards Faith. Montana paused and slowly headed for the bed, giving JJ a stern look. "You need to be VERY gentle with your mother. No jumping...you hear me boy?"  
"Yes sir…"

Softly, Montana set the small boy in his mother's lap and kept a close eye as JJ hugged Faith, resting his head against her chest, while Faith had tears running down her face as she gently caressed her son's hair.  
Montana let off a soft sigh...and looked towards Becky and Steve, a serious look on his face. "What do you mean you're here to see Sophia? Shouldn't she be-"

"She's in the room right down the hall, Jackson." Becky replied, frowning and fiddling with her hands. Montana's mouth went agape. "What-...What happened?! Is she alright? Who did this-"  
"That fire woman...who disguised herself as Spiderman and attacked?" Steve frowned. "Well she disguised herself as Doctor Octopus and attacked again….Flying Fox was caught in her snare."

"Doc…" Montana paused...and narrowed his eyes. "...So...This chick is after Sophia…"  
"Jackson, we don't know that for sure-"  
"It's obvious." Montana replied, crossing his arms. "First she disguises herself as the bug. Even I know Sophie trusts the bug more than anyone. THEN she disguises herself as Doc….Someone is trying to mess with the Fox's head."

Becky and Steve looked towards each other, before looking back at Montana.

"The quickest way to mess with someone's head is to use people they care about." Montana glanced towards Faith and JJ, who were still cuddling. "I know that trick all too well…"

"Then we REALLY need to talk to Sophie" Becky looked towards Steve. "I'm going to her room."  
"I'll catch up." Steve replied, watching Becky leave the room. As soon as she was gone, he looked towards Montana, glancing towards Faith and JJ, who had snuggled with each other...and were now lightly snoozing.  
"Jackson, I got word from Justin...they looked over the video footage." Steve looked at Montana seriously. "The fake Doctor Octopus was accompanied by two figures…" He narrowed his eyes. "...One of the men was Dan."

Montana's eyes narrowed dangerously. "That doesn't make sense...Fancy Dan wouldn't join anyone that freaky...not without a price…"

Steve looked thoughtful for a moment. "But this person...isn't normal...and in all reality...she doesn't strike me as the planning type"  
"That suggests she's workin' fer someone." Montana narrowed his eyes. "Who would be after-"  
"STEVE!"

Montana and Steve quickly looked towards the door as Becky slid in.  
"SOPHIA'S GONE!"

***SW***

Sophia held her arm as she walked away from the hospital and managed to get herself on a subway train. Her new technology came in handy when she needed to trick people...when the nurses saw Sophia Vincent walking down the halls, and not Flying Fox...she hadn't been questioned…

Though one of the subway guards had asked if he could call her an ambulance.  
Man...she must look pitiful.

Sophia sat down, trembling from both the cold and the anesthetics. Comone...just make it to the Apartment...or at LEAST to Allen Corp...yeah...Allen Corp would be better.  
She had authority there...she could always play that card…

She was so confused...For some reason...her emotions were in and out...conflicting…  
Otto had touched her heart...she had wanted to embrace him...she wanted to let him hold her...But...for some unknown reason...a wave of hatred had hit her like a titlewave!  
...and now that she was away from him she didn't hate him anymore…  
She loved him even MORE now…

What was HAPPENING?  
Sophia panted and held herself, trying not to tremble too badly. The train stopped, letting off passengers...and letting in new ones…

She heard someone gasp...and a man placed his hand on her.  
"...Miss?"

Sophia frowned...and she looked up, seeing a very buff, very tall man with red sunglasses looking at her. He had a stunned look on his face...but she couldn't read his eyes…  
"Miss...Let me call you an ambulance...you're shaking-"  
"I appreciate it sir." she replied softly, looking down. "But I'm fine...I'm just...tired."

"This is beyond just 'tired'." The man replied, sitting next to her, keeping his hand on her shoulder. "You're exhausted-" he seemed to pause for a moment, his stunned look becoming more apparent. After a moment, he cleared his throat. "Ma'am...I'm calling you an ambulance as soon as the train stops."

Sophia frowned and looked towards him, crossing her arms...but it didn't stop her trembling.  
"Sir-"  
"Miss, I can tell you're the stubborn type." He responded, frowning sternly. "You need to let go of that foolish stubbornness and allow me to help you."  
The look on Sophia's face changed from hardened to stunned at his words. For a moment she was silent...before she looked away, her face flushed. "Sir. I….mm…"

The man frowned...and offered Sophia his hand. "May I know your name, my dear?"  
"...Sophia….and I'm taken." She replied, looking at the ground, frowning.  
"That man has much learning to do if he wants to protect you." He replied levely. "I'm Gunther...a pleasure."

Sophia raised her eyebrow and slowly shook his hand, before crossing her arms and looking away. "My beloved only needs….well…" She paused and frowned. "It's complicated…"

"Well it would seem you are stuck with me until I hail an ambulance." Gunther replied. "After all, even I have high priorities...I'm curious though...what happened?"  
"I'm just tired is all." Sophia replied, taking in a breath and standing as the train came to a stop. She paused and stumbled, but Gunther put his hands on her shoulders. "Slow steps...come along…"

Sophia allowed him to lead, frowning and keeping her arms crossed. For a moment, she watched the people crowding in the tunnel...and narrowed her eyes. As Gunther moved to start exiting the roundabout...Sophia suddenly slipped back into the crowd and boarded a different train.  
Gunther gasped and quickly turned...but he had already exited the roundabout.  
"Sophia!" He paused and gritted his teeth as Sophia boarded the train, and turned, a peace sign aimed at him...before the train took off.

"...Stubborn obstinate woman…" Gunther muttered, crossing his thick arms and watching the train leave. He narrowed his eyes behind his sunglasses and turned, climbing the stairs.  
After a moment, he smirked...but it faded as though it were never there.

***HS***

Otto kept his hands on his head, groaning lowly. "This is all my fault! I was supposed to watch her! I needed to keep her in there! I-"

"Dr. Octavius, this is NOT your fault." Becky insisted, patting the man's shoulder. "You're not apart of the medical staff, and THEY were supposed to make sure she stayed in one place."  
"Sophia's too stubborn for her own good." Steve agreed, his arms crossed and a frown on his face. "Most likely when you went to lunch, she probably used that device of hers to make herself look like Sophia Vincent…" he paused and looked towards Becky.

"Why wasn't that thing removed when she was admitted?" He asked.  
"Super Heroes tend to get different restrictions than normal people." Becky replied, shrugging. "I mean, Gotham has treated Batman, and he was fierce….in a...creepy, quiet way…"

"Where could she be?" Otto asked, looking towards Becky and wincing. "I can't leave her alone...she's so weak! I-...I mean she's-"  
"I know what you mean, Dr. Octavius." Becky patted his shoulder. "Don't worry...Sophie's probably trying to find a place to be alone."

"I know EXACTLY where she's going."

All three in the room looked up as a red headed girl came into the room, holding up her phone. "I just got off the phone with Letz and she said she saw Sophie boarding a subway." The woman put a hand on her hip. "That train heads for Allen Corp."  
"Why does that not surprise me?" Becky muttered, looking down and seeing Lexi toddling by the woman...the toddler looked like she...was in pain…

Becky winced and ran over, taking Lexi in her arms and feeling her forehead. "Mary! How long has Alexis been breathing like that?"  
"Since this morning actually." Mary replied, looking towards the girl. "I was going to take her to the pediatrician, but since SOPHIA is in charge of her, I was going to bring her here." she rolled her eyes. "But nooooo, Sophia took her stubborn bat butt and retreated!"

"Is this because of me?"

Becky and Mary looked towards Otto, who looked distressed. "Did I...make her uncomfortable-"  
"No…" Becky turned towards Otto. "Sophia hates hospitals."  
"She doesn't like Doctors seeing her bat features and wanting to do 'tests'." Mary responded. "Ever since the accident, she avoids hospitals like the plague, unless she has no choice."

"Then…" Otto stood up, looking towards the others. "It would be prudent to head to Allen Corp, correct?"  
"Yes and no." Becky replied. "If we crowd her, we could actually make things worse."  
"Maybe Dr. Octavius should go." Mary looked thoughtful, looking towards Otto. "It's about time she gets off of her stubborn butt and admits she still loves you."  
"That...and if she doesn't want to be at the hospital, she needs to go home." Becky frowned. "After that scuffle...she needs to rest…" She looked towards Lexi, who was whining and panting. "And since we're here...let's get a doctor to look at Alexis...I don't like the way she's breathing…"

***AC***

 _I hate you….I love you….I HATE you….NO! NO I love you-_  
"AH!" Sophia panted as she closed the door to her office and slid to the floor panting harshly. "What is WRONG with me?!" She yelled, panting.

 _Otto's what's wrong...he lied...he cheated...he betrayed you…  
NO! No that was four years ago! He's changed! He's an upstanding-  
Didn't he look like he was improving once with Ravencroft? They said he showed such promise….in the end...he stabbed you in the back…  
...No...No Otto is back...he's back...I love him…  
You hate him.  
I love him!  
You __**HATE**_ _him!_  
" **OTTO**!" Sophia clutched her head trembling and panting...she didn't see the triangle phantom hovering over her…

 _Hate him….Embrace the hate...Regard ALL others with hate! HATE HIM!_

"Foxey!"

Sophia gasped and broke out of her trance, looking up as Spiderman swung into the office.  
"Do you know HOW MANY people are looking for you?!"  
Sophia didn't reply...she stayed on the ground and panted, her body trembling.

Spidey's eyes widened...and he knelt by her, placing his hands on her shoulders. "Foxey...LISTEN to me...are you listening?!"  
Sophia trembled and shut her eyes, gritting her teeth.  
"... **FOXEY**!"

Sophia gasped and looked up, a stunned look on her face. Spiderman held her shoulders, narrowing his eyes. "Foxey where ARE you?! What's happening to you? You've been so bitter and cruel lately! And I KNOW you don't want to be!"  
"I-...I…"  
"Where's the Flying Fox?" Spidey asked, his grip on her becoming tighter. "Where's the woman who talked about not giving up?! Where's the one who WOULD NOT STOP even if it hurt her? Where's the Flying FOX!?"

Sophia didn't reply...she was looking at Spiderman, stunned.

Spidey looked down, letting off a pant. "...Sophia...You're more than just a boss to me...you're more than a crime fighting ally...You're...so much more…"  
"...I'm-...Not-"  
"Nonono, not like that." Spidey paused and let go of her shoulders, staying on all fours. "You're...like family to me...almost like a mother figure….I care about you, Foxey...and so do SO MANY people!" He narrowed his eyes. "Especially Doc…"

Tears started streaming down Sophia's face and she looked down...truly touched by his words.

"Foxey...please...you need to stop letting this fear consume you." Spidey once again placed a hand on her shoulder. "You're...ripping yourself apart...and that's ripping Doc appart...it's ripping Faith apart...heck it's even ripping Montana apart." Spidey looked down...and looked back up. "And...it ripping me apart too…"

Sophia sniffed lightly...before she slowly nodded.  
"...I'm...so sorry...I'm so sorry Peter….I'm...so sorry…"  
"Hey…" Spidey's grip on Sophia tightened. "I know how you can make it up to me…"  
"...anything…" Sophia paused and looked up. "...within reason...anything legal…"

Spidey smirked behind his mask. "Doc is currently on his way here. Once he gets here, give him a kiss would'ja?"  
Sophia paused...and glared at him.

"Hey! **You** said 'ANYTHING LEGAL'!"  
"...I can't stand you sometimes…"


	14. Attempt 2

***HS***

"And take this for the little ones." The Doctor handed Montana a bag as the nurse helped Faith onto a wheelchair as they got ready to discharge her. After a week of being in the hospital, Faith was making a miraculous recovery...however, she was to be bedridden for another week, with minimal activities.

JJ hugged Montana's leg as his father talked to the Doctor, looking around and making a noise...before he looked back up.  
"Daddy! Why are we leaving brother and sister at the hospital?" He asked, flailing his arms. "We're not giving them to the hospital right?!"

"No, JJ." Montana looked down and picked up his son in his arms, looking carefully towards Faith and the nurse as she got herself situated. "Your brother and sister are too small to come home with us. But they'll come home soon."  
"Why are they too small?" JJ asked, looking at his dad with big innocent eyes. "Did they not get enough to eat? Do they need my sandwich?"

Montana smiled and ruffled his son's hair. He was so caring...just like his mother…  
"No more questions, boy. Now you walk beside Mommy. Daddy's got to push her." He gently set his son on the floor and put his hands on the wheelchair, slowly pushing it out of the room.

"Jack?" Faith looked up, a tired look on her face. "Can we go visit Sophia first? I want to know how she's doing."  
"Can't." Montana replied lowly, as he checked to see if the Doctor and nurse were listening...they had gone down the other direction of the hall. Frowning, Montana looked back towards his wife, making sure their energetic son was keeping close. "The Fox decided to use her power as Vincent and make a getaway."

"Oh Sophia…" Faith sighed...and laughed lightly. "She hates hospitals...she's so stubborn."  
"Ain't that the truth." Montana smirked, thinking about the times he fought Flying Fox as Shocker...MAN that woman hated his guts! They turned the corner and slowed down as a man approached them.

"GRANDPA!" JJ quickly ran to the man and allowed the gruff man to take hold of him and bring him up to his side.  
"Pa." Montana watched his son hug his own father, and nodded respectfully towards the man.

"Jackson." Montana's father replied, before looking towards his grandson and grinning. "You gave us a scare, boy."  
"I didn't mean to…" JJ said, placing his head on his grandfather's shoulder and cuddling with the gruff man, who chuckled lightly.  
"Now, don't you worry, boy. Your Father and your Mother's got you taken care of." The man looked towards Faith and took her hand with his free hand. "Speakin' of which...how ya feelin' litl' lady?"

"Tired." Faith replied truthfully, squeezing the man's hand in greeting and allowing him to retract it. "And anxious."  
"Don't fret, Fay." Montana's father replied, shifting JJ's weight in his arms to get a more secure hold on the boy. "I'll be watchin' Junior while you get some much needed rest."  
"Oh- No! You don't-" Faith started to say, making the man put his hand up.

"Darlin' I'm only a call away." He responded, motioning towards Montana. "He needs to take care of you, as well as comin' here to see the little ones from time to time. Besides, he's going to be needed by Allen Corp soon, correct? In that time, I'll be takin' care of precious responsibilities."  
"I asked Becky if she could come over while I went to work after my 5 days are up." Montana looked down towards Faith. "Junior will be safe with Pa…"  
"...But…" Faith winced and fiddled with her hands. "No...I have to-" She started to try to get out of the wheelchair...before both Montana AND his Father quickly and gently pushed her back down.

"No you don't, Fay!" Montana barked. "Ah DON'T need'ja actin' like Sophia!"  
"Oh my woooooord!" Faith put her hands up. "But I need to-"  
"NO!" Both men said firmly, making Faith huff and cross her arms.

***SA***

"...mm…" Sophia groaned and opened her eyes. The sun...was going DOWN….why was she in bed? She moaned and slowly sat up, looking around at her surroundings. What was she doing at home?...why was she still in her business attire-...MINUS her jacket and hat?

Putting a hand to her face, Sophia groaned. How did she get here? She was so confused…

Slowly pushing herself out of the bed, she glanced towards the clock…  
6:47 pm….what the heck?

Last thing she had remembered...was ecaping the hospital...getting to Allen Corp...and fussing with Spiderman.  
...but what happened after that?  
Sophia put a hand to her head. She had stood up….Spiderman had called her name…

Everything had gone black…

So…  
...I'M SO CONFUSED!

Sighing she made her way to her small desk next to her bed, stretching her wings in the process. Opening her laptop, she narrowed her eyes as she accessed the Allen Corp security footage. So...what happened? She had been attacked by Dr. Octo-...

She pursed her lips...and quickly checked particular security footage…  
The vault...the vault that held the mechanical arms of Dr. Oc-...well...technically they had always been Otto's invention...They, as well as the Vulture's flight tech suit had been confiscated and put in Allen Corp security.

She had gone to court for both of those things...and won. Since both Otto Octavius and Adrian Toomes WORKED for her...but were still under review….their tech was to be placed under lock and key until both SHE and Personality agreed together to return them back to their rightful owners…  
Sophia looked towards the screen….they were both still there...still under lock and key...unable to be moved unless she said so...or unless-

She paused quickly when she heard a sneeze.

 _LEXI!_!

Stumbling out of the chair, she quickly opened the door and stumbled into the living room...and suddenly paused….  
...When she saw Otto Octavius in one of the chairs in the living room. He looked up from his phone, startled when Sophia had burst into the room so quickly. He had his sleeves rolled up to his elbows, and his lab coat had been draped over one of the chairs.

"S-...Sophia" Otto got up and reached out for her, to which she took a step back. "Are you al-"  
"Where's Lexi?!" Sophia quickly looked around the apartment, feeling her breath quicken. "Where's-"

"Sophia, please breathe." Otto walked around the coffee table and held out his hands to her. She took another step back, but he managed to put his hands on her shoulders. "The young girl you're taking care of is with your friend Becky." He said gently, slowly rubbing her shoulders. "You...You passed out when you were at Allen Corp...but-...But Ms. Mary told us if you woke up at the hospital, you'd just leave again."

Sophia gave Otto an odd look, trying to piece what he had said together. "...Us?"  
"Um...Spiderman had been with you when you passed out…" Otto paused. "I-...I had come to find you...he was with you...I had called Ms. Becky to tell her I found you and I was going to call an Ambulance; but both she and her friend, Mary, told us that you'd just escape again."  
He motioned towards the apartment. "Um...Spiderman helped me get you here and-"  
"He KNOWS where I live now!?" Sophia put a hand to her head and gritted her teeth. "Blasted all that blasted...child, that moron, that…" She paused...and blushed suddenly. Breaking away from Otto's hold, she crossed her arms, tucking in her wings tighter to her back.

"...Otto...WHAT...did you do?" She asked guardedly, frowning and glancing towards the kitchen.

Otto paused, at first flabbergasted that she could possibly think that he would try anything with her...but let out a breath. "Well...when we got here, I...didn't think it would be comfortable for you to have your wings scrunched in your jacket…" He blushed lightly, putting a hand up. "I swear that's the only thing we removed from y-"  
He paused when he saw her face...she was looking at him strangely, her face dark red.

"...I meant what did you do with my dishes…" Sophia finally said, pointing towards her empty sink.

Otto paused, looking towards the kitchen...before blushing furiously, realizing that she had never even considered his first thought.  
"Uh-...You've been asleep for hours...I...thought you might...appreciate a clean kitchen…" He responded, watching her walk away from him and look around, taking note of where things were placed.

Sophia looked at the kitchen and checked the cabinets. For a moment she seemed stunned. Otto had...washed the dishes...cleaned the stove...cleaned the MICROWAVE...and-  
She paused when she slightly slipped on the floor.

"Oh- be careful Sophia, that's W-EEET!"  
Otto had started to come into the kitchen to make sure the woman was stable...when he himself slipped, knocking into her, both of them tumbling to the ground.

CRASH!

Sophia groaned and found herself flat on her back, her wings sprawled on the floor in an undignified manner. She tried to say something...but one wing was wide open, while the other was tucked in too sharply against her back. Trying to adjust herself, she couldn't move. Looking upwards she paused, seeing the reason why.  
Otto was sprawled right on top of her, groaning and holding his head, his other hand trying to balance himself on the floor-...well...technically on her open wing.

They locked eyes...and all was silent…

For a moment, they only stayed very still, the weight of the situation making things...awkward...yet...strangely alluring. Otto winced, but found himself unable to tear himself away from the gaze of the woman beneath him.  
She stared up at him, every part of herself SCREAMING to get him off of her…

...but the look on his face…  
...the adorable look on his face...the same one he had worn all those years ago as TriCorp's shy scientist… That same cute flustered look...that drew her to him…  
Sophia's eyes softened...He was back wasn't he?...He was truly once again...Otto Octavius…

"...S-...Sophia…" Otto paused, unsure of what to do. He saw her eyes soften...dare he try...to…

KNOCK KNOCK KNOCK!

Both Otto and Sophia gasped...before they quickly scrambled away from each other, getting up and brushing themselves off. Otto blushed darkly as Sophia quickly scrambled to the living room and grabbed her jacked and hurriedly put it on, tucking her long bat ears into a nearby hat.  
She glanced towards Otto, a faint blush on her cheeks...before she opened the door...and sighed in relief when she saw Becky and Mary at the door.

"Oh...Becky...I thought-" Sophia started to say, before she spotted Lexi in Mary's arms and gasped. "Alexis!" Without really thinking about it, Sophia reached for Alexis and brought her into her hold, hugging the toddler to herself. "Oh honey, I'm so sorry…"  
"Kaasan!" Lexi greeted, hugging Sophia's neck and nuzzling her nose against her face. "Kaasan!...Tosan!" The toddler clapped when she saw Otto and squealed in delight. "Tosan! Tosan!"

Becky suddenly got a strange look on her face and tilted her head. "Uh...Sophie? Do you-"

"Thank you so much for bringing her here." Sophia sighed, supporting Lexi in her hold. "I still need to get her to her parents."  
"Sophie, do you realize what she's calling you?" Becky put up a finger.

"Huh?" Sophia blinked, before she paused when Lexi clapped and reached for Otto. "Tosan! Tosan!" She cheered.  
Otto slowly came over, holding out his hand to Alexis and allowing her tiny fingers wrap around his, a small smile on his face. "Hello again, little one…"

"Oh my gosh…" Becky paused when both Otto and Sophia looked towards her...and winced. "Um...Sophie? Are you-"  
"Dr. Octavius was kind enough to...assist me." Sophia said, glancing towards Otto and blushing. "He...probably needs to head home so he has proper energy for tomorrow…"

Otto slowly nodded...before smiling and patting Lexi's head. "Farewell little one."  
"Tosan!"

The scientist paused and gently took Sophia's free hand in his own. "...Miss Vincent...Would you...be so kind to join me for breakfast in the morning?" he asked, gently kissing the back of her hand. "I know nothing is going to keep you cooped up in this building…"

Sophia blushed lightly...before slowly nodding. "...of-...Of course, Dr. Octavius…" She paused and absently tightened her grip on his hand...neither of them really noticed their fingers intertwined...they were too busy looking into each other's eyes.  
 _Otto….my beloved Otto….My love_ ….  
"...I'll...meet you at 7 then, Doctor."

"I look forward to it...My beloved…"

Sophia blushed and watched as Otto nodded towards Becky and Mary respectfully, before slowly walking out the door, softly shutting it as he walked out.  
As SOON as he was out, both Becky and Mary looked towards Sophia expectantly.

Sophia's face went red. "WHAT?! We didn't- He didn't- WE DIDN'T DO ANYTHING!"

"YOU STILL LOVE HIM!" Mary suddenly declared, a big evil grin on her face.  
"Kaasan! Kaasan!" Lexi clapped and giggled, snuggling into Sophia's chest. Sophia held Lexi securely and scowled at Mary, blushing.  
"YES! I still love Otto! I pledged my heart to him and him ONLY." She huffed. "Even if he died, I would never find another partner! It's my Vincent honor! WHY is this such a big deal?!"

"Uh...Sophie?" Becky put a hand up. "Are you...aware...of what Lexi's been calling you?"

Sophia looked confused for a moment, shaking her head. "No...I don't speak her language." She replied, gently rubbing the toddler's back who was safely nestled against her chest. "It sounds asian though...vietnamese...Japanese...Korean-"  
"It's Japanese." Becky replied, pointing towards Lexi. "She's calling you 'Mommy'."

The buisnesswoman blinked...and blinked again, before quickly looking towards Alexis. "Oh-! No- honey, Ms. Sophia's just taking CARE of you, I'm not your-"  
"Sophie? There's something else." Becky put a hand up, catching Sophia's attention. "She...just called Otto…'Daddy'"

Sophia's mouth dropped...WHAT?! "But-...but that's impossible...Otto and I have never...I've never even BEEN with a man!"  
Mary pursed her lips, looking thoughtful. "...Where did that magic guy say she was from?"  
"Well he was supposed to take her back, but for some reason he can't touch her." Sophia looked towards Lexi, looking serious. "He said she was either from a different Realm, dimension, or Time-"

She suddenly stopped short...a look of sudden horror on her face.

***SW***

"I've been foolish to allow myself to toy with other beings other than the bat herself." Cipher muttered, crossing his arms as he stood on the top of the Empire State Building, his one eye narrowed at the traffic below.  
"Now my time grows limited...and the bat draws stronger to her scientist."

Veronica looked up at Cipher, leaning against the edge of the building and frowning lightly. "Cipher...I don't want to speak out of term...but why do we need Demona?"  
She landed on the ledge and made a motion with her hand. "We can always summon Eight, or Hetro...wouldn't they be able to-"  
"Those guys can bring some great chaos." Cipher jumped from the antenna and onto the ledge where Veronica was and frowned seriously.

"However we've been discovered!" He walked past her and looked over the horizon. "Programer has found us...and if he is able to find the jewel and put things BACK into order, all of my planning will be for naught."  
His eye narrowed. "Basically, my ONLY chance would to be to trick Vincent into a d-..." He paused...and a slow evil smirk came to his face.

"Oh Veronica….do you still have my puppets?"  
"Well of course...but-"

"Good…" Cipher snapped his fingers, summoning Rex and Fancy Dan to him, their eyes devoid of emotion, and their bodies hanging limply, ready to be of service.  
Cipher smirked evilly. "Alright then, Programer...plan your way out of this one…" He chuckled evilly and snapped his fingers.

***BW***

"What do you think?" Becky asked, looking over the flyer and looking towards Mary and Letz. "Should we see Wicked or Swan Lake?"

"I thought you said you wanted to see Wicked?" Mary said, looking towards Becky. "You've talked about it for so long."  
"Well, yeah, but I ALSO like ballet!" Becky looked at the flyer. "And Swan Lake is NEVER on Broadway!"

"Oooh, Tough call." Letz put her hands on her hips. "Am I fixing to witness a 'debate' featuring the stubborn ones?"  
Becky grimaced, before she smirked. "Well it's MY day...so I get final say." She looked towards Mary. "And SHE'S going to accept that!"

"It's not your BIRTHDAY, it's your 'Special Day'" Mary said, making quotations with her fingers. "So TECHNICALLY, I still get a say!"

"It's March 18th! Not February 14th! It's MY day!" Becky crooned.  
"Yeah, well since Sophie and I share the same birthday, and she got really riled this year, I say I get a say."  
"Oh for bootin up cold-"

CRASH!

The three girls suddenly spun around, when a car went SLAMMING into another car, causing a MASSIVE explosion to ensue. In front of them, a man wearing a black jumpsuit SLAMMED to the ground on his feet...and looked upwards towards the crowd, his eyes glowing yellow.

People screamed at the sight of him...though Mary blinked and narrowed her eyes. "Is that...Rex Ryder?"

At the sound of his name, he quickly looked over towards the three girls.  
"I don't know about you, but I do NOT want to find out!" Letz replied, quickly turning to retreat...and yelping when she saw another man behind them, his eyes also glowing, and blue flames coming from his hands.

Dan smirked...before he SLAMMED his fist against Letz, sending her flying back.

"LETZ!" Becky screamed, quickly running for her friend, Mary right behind her. As they tried to check on their friend, Rex ran for them, focused on the three.  
These three were her friends...these three would make her SUFFER-

"OOOOFF!" Rex suddenly got SLAMMED to the ground by a wave of energy that seemed to come out of nowhere. Looking upwards, he saw Iron Man flying for him...and got SLAMMED by the oncoming suit of metal.

Becky and Mary helped Letz up, right as Spiderman swung by and landed close to them.  
"Afternoon, ladies!" Spidey greeted, quickly checking on their condition, particularly Letz's before waving a hand in the air. "Any of you fine girls misplace some ugly baddies?"

"LOOK OUT!"

The warning was really too late, but luckily Spidey had his spider senses to tell him to GET THE HECK OUT OF THE WAY!  
Flinging a web at the girls, he hoisted them up into the air with him...right as a stream of blue flames went under him. "Oh...great...it's the firegirl" Spiderman muttered to himself...not noticing the yellow figure suddenly appear behind him, and SLAM his feet into his back.

Spidey yelled out, as did the girls he was TRYING to rescue.

Thankfully, Iron Man flew over and grabbed the webbing that held the three ladies and safely set them on the ground, allowing them to retreat. Watching them run off, Iron Man looked towards Spiderman.  
"And Vincent puts such confidence in you...why?" He asked, making Spidey rub his head as he slowly got up.

"Hey! Foxey knows a hero when she sees one!"

"And he's humble too." Iron Man muttered, quickly flying off to get Fancy Dan AWAY from pedestrians.

"Well I don't see YOU acting all saint-like on the Television." Spidey retorted, thwiping a web and swinging for Rex, who was trying to go after the three girls. "HEADS UP UGLY!"  
SLAMMING his feet into Rex's midsection, he watched him fly into the air and quickly flung a web at him. "One baddie down...who knows how many to- GGGAHHHHH!"

Spidey suddenly screamed when someone GRABBED him by the back, and sent a wave of energy throughout his body. The hero convulsed and fell to his knees, landing on the ground and heaving.  
Cipher stood over Spiderman, a blue flame in his hand and an evil smirk on his face. "So this is the famous 'Spiderman'" He grinned, chuckling insanely. "How cute. He thinks he can ACTUALLY stop me!"

Spidey paused and quickly turned, only to be BLASTED into a car, feeling his spine pop from the force.  
"Oooooowwww…."

Cipher landed on the street and twirled his cane. "Nice try, webs. But 'cha have ta do BETTER than THAT to stop a dream demon!"

"How about this?"

Cipher glanced to the side...and quickly brought up his hand when Iron Man shot energy blasts at him...making the energy hover in mid air.

"What?" Iron Man had time to gasp, before Cipher smirked...and sent the energy blasts RIGHT back to the metal hero, sending him SLAMMING into a building.

Cipher smirked...and looked to the side, before quickly grabbing a round shield that had been thrown at him. Narrowing his eye, he set the shield on fire with blue flames and smirked towards Captain America who had landed a few feet away.  
Cap winced...and quickly jumped up when his shield was sent HURLING back at him, cutting right through a car, setting it on fire in the process.

"Ok, Wow." Spidey stood up, his eyes wide. "Just...wow…"

Cipher smirked and snapped his fingers, Rex, Dan and Veronica suddenly appearing out of nowhere. He stretched out his hand and cackled. "Henchmaniacs, you know what to do! Take them OUT!"

Rex and Dan suddenly let out inhuman noises from their throats, before they swiftly attacked Spiderman and Cap, causing the two heroes to go back into action. As they fought, Iron Man tried to swoop down and assist the two...before being SLAMMED into a building, courtesy of Veronica.

Cipher stood in the middle of the street, smirking evilly as his henchmaniacs fought the heroes of New York. As long as there was strife, he would be fed...the heroes were in trouble...so where was she?  
She shouldn't be long now...after all, Spiderman was in danger...he looked up to her right?

….swwwooooooop.

Cipher narrowed his one eye...and quickly jumped upwards, landing on a light post as a circle suddenly appeared were he was once standing.  
The demon frowned and looked down the street where a capped man was walking down the street towards him.

Letting off a smirk Cipher crossed his hands together, before launching a torrent of blue flames for the capped figure.

Dr. Strange made a few motions with his hands and changed the realms around him. Narrowing his eyes, the capped man headed for Cipher, making motions with his hands.

Cipher smirked. PAH! This was a mear rookie move! He turned and twirled his cane, casually walking for Dr. Strange, a smirk on his face.  
Strange moved to attack, but Cipher suddenly disappeared and reappeared behind him.

"YELLOW!" he greeted, SLAMMING his feet into Dr. Strange's back, sending him forward.

Strange lurched before he send a wave for Cipher. The blonde-haired demon grinned and put up a hand, stopping the attack in its place...before he smirked and quickly YANKED his hand back, sending the wave back towards Dr. Strange.

Dr. Strange gasped, before he quickly dodged, looking to the side as the attack evaporated into thin air. He then looked back, seeing Cipher running right at him at a high rate of speed. Quickly putting his hands up, he made circular motions with his hands in an attempt to entrap Cipher in another realm…  
….However, Cipher went right THROUGH the attack and ran for Dr. Strange.

Dr. Strange quickly jumped from one place to another, the advantage of the mirror realm allowing him to jump from building to building unharmed.

Cipher stayed in one place and watched Strange try to reposition himself...normally when a sorcerer did this move, it was usually to-  
Ciper paused and got hit back a few paces, a blast of energy knocking his hat off…

Dr. Strange suddenly stopped and gasped at the symbol on Cipher's forehead...The symbol of Dormammu.

Cipher grinned evilly. "Oh what, Sorcerer?...See something you _Recognize_?" the demon chuckled insanely and twirled his cane around casually. "What has it been? A _year_ since your _**precious**_ Ancient one died?" Cipher let off an insane cackle, before he slowly started advancing on Dr. Strange.  
"Did you REALLY think you could keep us at bay, without a Sorcerer Supreme to protect you?"

Dr. Strange took a few steps back...before gritting his teeth.  
"Dormammu and I had a deal."

Cipher let out a cackle and raised an eyebrow at Dr. Strange. "REALLY? You've never really made a DEAL before, have you Sorcerer? The snake HIMSELF has dealt with better than you!" Cipher grinned and put his hands on his hips. "Though if you really want us to stick with it, you shouldn't mess with subordinance, you should go straight to the…" Cipher quickly snapped his fingers, disappearing from his original place and appearing right above Dr. Strange.  
"TOP!"

With that, Cipher SLAMMED his cane over Dr. Strange's head, shattering the mirror realm and sending the sorcerer to the ground, groaning.

Cipher grinned as everything around him melted into normal, revealing the fights still going on between Spiderman, Iron Man, Captain America and his henchmaniacs. Flying Fox STILL hadn't arrived...Cipher raised his cane to strike a finishing blow to Dr. Strange. Maybe she'd come if someone was-

The demon suddenly stopped...and looked to the side, his one eye narrowing seriously as he felt a presence coming for them.

Sure enough, in the distance the figure appeared...he was coming right for them...and at top speed. Cipher could SEE the fury in Gunther's eyes even BEHIND those red glasses of his from HERE!

Cipher scowled and looked down towards Dr. Strange, who was recovering...before he scoffed and raised his hand over his head.  
"To be continued, _Sorcerer_."

 **SNAP!**  
With a snap of his fingers, Cipher and his henchmaniacs disappeared.

***Disclaimer***

Reviews ensure the sake of humanity :3  
Will the Flying Fox prevail?  
Or will she be ensnared by Demona?


	15. Cipher's gambit

***AC***

Sophia sighed as she closed her office door. A week of being forced off...by her OWN employees…

After she had breakfast with Otto last week...she was prepared to get back to Allen Corp.  
But nooooooo, Montana and her brothers went and TURNED on her, and wouldn't let her IN the slagging BUILDING!  
...and OTTO had acted so...CASUAL! In fact he had ORDERED her back home and back to bed!

….Sophia smirked lightly.  
...it had been….attractive...seeing Otto take authority...putting his foot down...being firm...but gentle…  
Wow...she didn't realize she could fall MORE in love with him…

She put a hand to her cheek to try and cool the burning she could feel in her cheeks...before she double took, looking towards her desk.

Fresh white lilies...mixed with red roses…  
Sophia walked over to her desk and took the card from the flowers...and smiled softly, feeling her heart swell.

 _I love you, my Flying Fox  
~Otto_

Sophia blushed, and smiled. "Oh Otto...I love you...I love you so-"

KNOCK KNOCK KNOCK!

Sophia glanced to the door and frowned...safely tucking the little card into her blouse, before tightening her jacket and heading for the door. Opening the door, Sophia looked up...and blinked.

"Well well well we meet again!" Cipher grinned and took her hand, preparing to kiss it...before Sophia retracted her hand and frowned.  
"Mr. Cipher…" She muttered, narrowing her eyes. "I don't recall authorizing a meeting with you."

"That's because ya didn't, sweetcheeks." He snapped his fingers as he walked in, making the door shut on it's own.  
Sophia spun around and gasped, before she gritted her teeth. "Mr. Cipher." She growled. "Get OUT of my building, before I'm forced to call my head of-"

"Oh please, Shocker can't do anything against me." Cipher looked over his shoulder towards Sophia. "And I doubt the Flying Fox would be able to inflict any damage on me as well."

Sophia's world suddenly stopped, and a look of horror came to her face. HOW...did he-?!

"Here's the thing, Foxey." Cipher turned to face her and reached out, trailing a finger slowly up her throat.  
Sophia wanted to slap him...but when he touched her...she couldn't move...she could barely think…  
...her thoughts began revolving around hate….hate for Spiderman...hate for AllenCorp...hate for Faith...Montana…  
…. _Otto_ ….

"You have something I want...need really." Cipher continued, narrowing his one eye and took a step closer to her, taking her chin in two of his fingers.  
"You've been hurt...abandoned...betrayed...lied to…" The demon slowly leaned closer to her face, an insane grin on his face when he was only a few inches from her face. "Don't you want to make them... _Suffer_?"

Sophia gritted her teeth and shut her eyes.

… _.Yes...Yes I DO….I want them to understand the PAIN that I felt! I'm SICK of everyone berating me for not trusting others! Not trusting PROTECTS me! I can't get hurt if I don't trust!_

"That's right…" Cipher slowly put his other hand around Sophia's waist and brought her closer to himself, tightening his grip on her face. "Feel that pain...The pain your father inflicted upon you...the rejection that was forced upon you...YOU! You never deserved this! You always tried to be good!"  
Cipher grinned bigger, feeding on her pain that slowly grew with every word he said.  
"Your mother DIED because she loved your good for nothing father...YOU almost died for that same reason!"

Sophia shuddered, tears running down her face as Cipher's power wrapped itself around her...she felt like she was dreaming...she felt like she was in a nightmare…

"He never loved you…" Cipher put his lips right next to Sophia's covered ears. "Rex never loved you...you weren't good enough...You honestly believe you're important to anyone? Montana owes you a life debt...he cares NOTHING for you...Your brothers? HA! They watch you! No doubt they hold the same disdain your father holds for you!"  
Cipher's grip on Sophia tightened. "And Dr. Octavius….oh you love him, don't you?"

Sophia whimpered, tears still streaming down her face.  
"...Otto…" she whispered, trying to put her hands up.

"He betrayed you…" Cipher whispered. "He tried to kill you...more than once…" His claws gripped into her back. "That pain...that betrayal...Otto Octavius NEVER loved Sophia Vincent… He hates you."  
He let go of her face and snapped his fingers, setting fire to the flowers on her desk.  
"Otto hates you...hate him...hate EVERYONE!"

He opened his hand, a blue flame appearing in it and he grinned, putting his nose to Sophia's. "What say you, little bat? Side with me...I'll have your back...when the world turned its back on you…Price is simple...rather sparing…"  
Cipher slowly let go of Sophia and offered her his hand. "Give me yourself...give it all to me...and I will ensure Dr. Octopus' death."

Sophia was silent...drawn in by his words...tears streaming down her face.  
Dr. Octopus...He NEEDED to be punished...he NEEDED to feel the PAIN she had gone through...he needed to die-

 _ **NO**_ _! I LOVE OTTO OCTAVIUS! I LOVE HIM! I PLEDGED MY HEART TO HIM! I WANT TO BE HIS WIFE! I WANT TO HAVE HIS CHILDREN!_ _ **I. LOVE. OTTO!**_

Sophia suddenly gasped sharply, snapping out of her trance and taking a few steps back...before she narrowed her eyes dangerously.  
Quickly taking out her whip, she reeled back and SNAPPED it towards Cipher. The demon narrowed his eye and quickly disappear, causing the whip to destroy Sophia's desk.

Cipher reappeared on the other side of the room and scowled. "No! LISTEN to me! You can punish him! You can have revenge! You-"  
"GET OUT OF HERE!" Sophia screamed, snapping her whip towards Cipher once again. "And don't EVER Threaten Otto EVER again!"  
"Are you serious?! HE HATES YOU!" Cipher's fists clenched. No...he couldn't lose Demona...he COULDN'T!  
"OTTO OCTAVIUS CARES NOTHING FOR YOU! HE HATES YOU! HE-"

"I **DONT** CARE!" Sophia gritted her teeth as Cipher disappeared and reappeared above her. "I LOVE Otto! I am HIS! FOREVER! And I will PROTECT him, with my LIFE!" She snarled. "Nothing...NOTHING will stop the love I have for him! HE IS MINE! NOW AND FOREVER!"

Cipher growled and clenched his fists. Sophia stood under him, panting...fire burning in her eyes.

For a moment, all was silent...before Cipher let off a 'humph'...before he took notice of her eyes...there was still darkness in her eyes. "Foolish woman. Throwing it all away for a love that doesn't exist. Very well Chiroptera…" He smirked. "If you wont kill the Octopus...then I will."  
"If you TOUCH Otto-"  
"How adorable…" Cipher grinned. "You ACTUALLY believe you can protect him from me...HAHAHAHAHA!"

With a snap of his fingers, he was gone.

Sophia panted, her body trembling...before she fell to her knees and clenched her fists…  
 _He doesn't love you...he hates you…  
...no...he's been showing me his love…  
How? Flowers? Saying he loves you? You KNOW words can't be trusted!  
...He's defended me...he's protected me…  
How long though? How long will he love you? Until you're comfortable? Until you trust him? Admit it to yourself...He'll just stab you in the back...all...over...again…_

Sophia stayed on the ground and shut her eyes tightly...letting a sob escape her.

***SH***

Nick Fury walked down the halls of the building that was still in progress of being the new Avengers base.

According to Cap, the strange beings that had been terrorizing Manhattan kept on disappearing and reappearing as they pleased. From what HE could gather, they seemed to be after Flying Fox. But even that didn't make sense, because each time they had a chance to capture her, they let her go.

So...what were they REALLY after-

"Director Fury?"  
Fury stopped walking and slowly glanced to his left. A figure in a coat was standing there...he had short brown hair...a buff body that was hidden by his coat...and unmistakable red sunglasses that seemed to hide his true expression.

Fury felt like this man looked somewhat familiar...but he couldn't quite put his finger on it…

"That depends on who wants to know."  
"My name is Dr. Gunther O. I'm here to take back something precious that seems to be in the hands of one of yours."

"And what, pray tell would THAT be, Mr. Gunther?" Fury turned to face the man, frowning lightly. "You know, Shield HAS been seeing you off an on...you seem to appear each time this 'Cipher' guy seems to show up."

"He is a hated enemy of mine." Gunther replied, frowning seriously. "I am here to send him BACK to where he came from...as well as gather the small girl known as 'Alexis'"  
"What importance would a small 2 year old have to you, Mr. Gunther?" Fury asked seriously. "I seem to recall that the Flying Fox had warnings about that child."

"Rightfully so." Gunther frowned. "She is from the future, as am I. She is the keeper of the jewel, a was wrongfully sent here when she was supposed to deliver a message to a different period."  
"What KIND of message?"  
"A warning...concerning the demon Cipher." Gunther narrowed his eyes. "But now that warning has extended to this period...and he is on the verge of ripping appart existence…"

***TS***

"Whoever did that was strangely sneaky, Adrian." Otto walked down the sidewalks of Time Square. He had gotten off early so he could find some fruit treats for Sophia so she could have some energy for the rest of the day. However, when he had heard from Adrian that someone had put a funny sign on the main labs entitled "Observe: Scientists in their natural habitat"...he had nearly burst out laughing and had missed his stop on the subway train. Now he had to WALK to his stop.

Grinning, he allowed a small chuckle to escape him.  
"Did you check with the interns? That sounds like something the college students would pull."

"I checked with every one of them, and none of them admitted to it." Adrian replied over the phone. "Otto, these are COLLEGE students; do you honestly believe they are going to ADMIT to a prank like that?"  
"Perhaps not." Otto chuckled. "I'm just surprised they slipped past Montana…"  
"So am I! HOW do the interns manage to pull THAT off when Montana has eyes like a hawk?" Adrian let out a puzzled sigh. "Unless Sophia actually did it?"

Otto chuckled. "I doubt it, Adrian. She may find it funny, but I've never known Sophia to be a prankster...unless it was her brother, Mark...now HIM I could see-...what the-"  
The scientist suddenly looked down as a circle appeared from under him...and he found himself falling into a void under him, and dropping his phone into...space.  
He screamed as he fell and flailed, trying his best to find SOMETHING to hold onto. Panting, he attempted to at LEAST stop spinning…

THUD!  
"OOOFFF!"

Otto groaned and found himself on the floor...and in a dark room. Panting, the scientist pushed himself up and looked around quickly in an effort to try and figure out...WHAT...had happened.

"Otto G. Octavius."

The scientist quickly spun around, seeing a man in a cape hovering a few feet away from him, gazing down at him sternly.  
"Also known as-"  
"DON'T!" Otto suddenly yelled, putting up his fists in defence. "I will NOT be known as that vile Octopus that tore me away from-"

"Also known as Ms. Vincent's butterfly." The man finished.

Otto paused...and mentally kicked himself. Ok...first Batman, now THIS guy...why the heck did he have so many different identities? Letting off a breath, Otto stood up a little straighter, narrowing his eyes. "...What do you want with me?" He growled, his fists still balled. "Are YOU the one responsible for attacking the Flying Fox? You have some nerv-"

"Dr. Octavius, my name is Dr. Steven Strange and we have something to discuss, regarding your betrothed."  
"B-Betroth-"  
"Have a seat."

Otto suddenly noticed that his surroundings had changed in a split second. Gasping, he looked around frantically, noticing that he was now sitting in a chair.  
Dr. Strange was sitting across from him, his arms folded over his chest. "Dr. Octavius since the invasion of this new time traveling enemy the city now faces; I have been trying to figure out how to send him back to where he belongs."

"Say wha-" Otto jumped as a coffee mug suddenly appeared in his hand, a fresh latte steaming in the cup. "Time-. What?"  
"Here's the deal…" Dr. Strange pursed his lips. "Your lover, Sophia Lillian Vincent, aka, the Flying Fox, has been tainted by the magic of one known as 'Cipher'."

"Wha-"

"I've tried finding ways to fix it myself." Dr. Strange continued. "But every outcome that involves anything that excludes you, ends with the destruction of Earth."  
"Me?" Otto fumbled with the coffee cup and looked towards Dr. Strange in confusion. "What's so important about me? What's wrong with Sophia? Is she in danger?"

"As I said, she's been tainted by a demon known as 'Cipher'" Dr. Strange replied calmly, a stern look on his face. "The demon has come from the future to originally pursue a weapon known as 'the jewel'...however, he has been pursuing your lover for her bitterness."

"That makes no sense." Otto replied, narrowing his eyes. "Sophia is an angel...she would never allow bitterness to-" The scientist didn't get to finish his sentence, because out of nowhere, he was suddenly surrounded by buildings...standing at the top of a building...right next to the Ravencroft building.

"Wha...but...that's-...how…" Otto's eyes widened and he took a few steps back. HOW….had he gotten HERE...and why was it nighttime?!

"Speaking of Doc… He'll probably be so relieved knowing that YOUR life wasn't—"

"No."

Voices...Otto could hear them nearby. Turning, he looked around, trying to pinpoint where they were coming from. Odd...The voices sounded so much like Spiderman and-  
He paused when he spotted on the top of another building...Spiderman...and...Flying Fox..

Spiderman was looking towards Flying Fox in disbelief. "…You're not going to-…" he started to ask.

Flying Fox was giving him a solemn look…and shook her head very slowly. "No…" The heroine looked away and gently rubbed her bandaged arm. "I'm not going to tell him that I'm still alive. He needs to remain in the dark…it's better this way."

Otto looked at the scene in horror. Flying Fox was banged, bruised and bandaged...and her wounds bore a striking resemblance to-  
...The wounds she had received during the gang fight…  
The Scientist trembled and stared at the scene in shock. Had he-...been sent to the PAST?!

"Better?" Spiderman looked at his ally…and stood up straight. "Wait? What do you mean? Shouldn't you tell him that you love him? Doesn't he need to know that he DIDN'T murder you?" The Arachnid approached Flying Fox, looking concerned. "...Who is this better for?"

Flying Fox looked down, pursing her lips and looking grieved for a good long while.

"…For both of us." She muttered, a brokenness in her voice, that made Otto tremble with grief. There was a darkness in her eyes...something that was slowly draining the beautiful sparkle that once danced in them...  
"I'm not going to lie to you, Spiderman…I love Otto. His life is more precious to me than my own. If I WOULD have died, I would have been relieved knowing that he still had breath in his body…" The heroine let off a small sigh…before looking towards Spiderman, a serious look in her eyes.

"…But I…No longer trust him."

 _...I no longer trust him…_  
Otto let those words settle into his stomach and he felt his breath quickening. Why was he being showed this?...Why did he have to CONSTANTLY be reminded of his past? Of his HORRIBLE betrayal? Why did he have to endure this?!

"I can't be sure that…If I walked in those doors, that he wouldn't have a reason to return to his reign of being Dr. Octopus." Otto watched Flying Fox continue to speak to Spiderman, unsure of what to do...he had an urge to run to her and embrace her...but an invisible force was keeping him rooted in his spot...he couldn't even utter anything…  
Flying Fox let off a sigh. "Until I know for sure that he is Otto Octavius…and not Dr. Octopus…my relationship with him is at a standstill…"

"…So…you still-?"

"…I gave my heart to him…and I always honor my promises…"

Otto lurched...and suddenly found himself on his back, panting. Looking up, he found himself back in the room that he had once been in...Dr. Strange standing over him, looking towards him seriously.

"This, Otto Octavius….was the birthplace of Sophia's bitterness." He explained. "That bitterness has slowly been consuming her for over four years…" Dr. Strange narrowed his eyes. "And even though the Flying Fox has reaffirmed her feelings for you...she is still on the path of destruction."

***AC***

Montana watched as Sophia typed into the computer, a focused look in her eyes. Alexis was at his feet and kept trying to go over to Sophia, but he would have to keep her from going any farther.  
"uh-uh...Stay with me, Alexis." he said firmly, redirecting her attention towards her little racoon.

With Alexis distracted, Montana stood back up, watching as the vault opened...revealing Dr. Octopus' mechanical arms...as well as Vulture's flight tech suit.  
Sophia crossed her arms and entered the vault, her eyes seriously scanning the equipment.

...undisturbed...unused...untouched…  
...good...it needed to stay that way.

"...Montana, give me your key...I'm going to lock these away permanently." Sophia muttered, her arms still crossed.

"...Boss...can I shoot straight with'ya?" Montana walked down the handful of stairs and put a hand on Sophia's shoulder, making her glance towards him.

"...What is it?"  
"You know I respect ya...yer like a sister to me." Montana narrowed his eyes. "But right now...you're being an idiot."

Sophia turned to face Montana, scowling. "EXCUSE me?!"  
Montana didn't flinch, if anything he crossed his buff arms over his broad chest and frowned sternly towards Sophia. "You heard me. You're bein' an idiot, Sophie."

"Pray tell?" Sophia put her hands on her hips and gritted her teeth. "Where do you get the audacity to talk to me like that? After everything I've done for you, You're treating me like this?!"  
"It's BETTER than the way YOU are treating YOURSELF!"

Sophia suddenly paused, looking at Montana in a surprised manner. "Wha-"  
Montana motioned towards the vault. "Sophia, you're SCARED! You're PUSHING people away, because you're SCARED! You're secluding yourself, because you're SCARED! You're overcompensating, because YOU'RE. SCARED!"  
"I'm- Not-"  
"You're trying to avoid ANY recollections of the past! Even though you've showed mercy to Doc, Vulture, and even ME, you deny us!" Montana motioned towards himself. "HECK! You're never even around when I'M shocker! Not if you can help it!"

Sophia gritted her teeth and took a step up. "That is NONE of your concern, Montana!" She yelled, pointing a finger at him. "You're job is to protect AllenCorp and your family! Not lecture me!"  
"My JOB is to protect YOU!"

Sophia paused...and took a few steps back.

Montana sighed and put a hand to his head. "Sophia….You're...DIFFERENT from most important people. You've become like a sister to me...you've taken such good care of Me and Faith...You've taken better care of your employees that I've seen ANYONE do…" He looked up, glaring at her.  
"...But you're ripping yourself apart!...You don't EVER take care of YOURSELF! The only way you're even ATTEMPTING to take care of yourself is to keep yourself from heartbreak."

Sophia was silent...slowly crossing her arms and looking away, gritting her teeth.

Montana took a step towards her and frowned, placing his hands on her shoulders once again. "...Here's my suggestion...As your head of security...and as your brother...I'm tellin' ya...give these back ta Doc and Toomes...spend TIME with them...let Doc take you on dates…"  
He frowned. "And get outta that office of yers...you work WAY too hard, and you avoid everyone...Let. GO...of your fear…"

Sophia let out a breath...truly touched by his words…  
...and she HATED words…

"...Jackson…" She shut her eyes...and slowly nodded. "...You're right...you're-"

"KAASAN!"

Sophia and Montana both looked towards Alexis when she screamed….Just as all the glass in the room EXPLODED.

Shielding themselves, Montana and Sophia looked up and gasped…  
...when they saw Cipher hovering mid-air, holding Lexi in one hand.

"ALEXIS!" Sophia screamed, running up. "CIPHER! RELEASE HER YOU CREEP!"  
"Don't worry, mommy, your precious little bat will be fine…" Cipher grinned and snapped his fingers, causing the side of the wall to explode. "Oh wait...NO SHE WON'T! HAHAHAHAHA!"

"KAASAN!"  
"LEXI!"

Sophia ran up the stairs and fiddled with her watch, her Flying Fox uniform appearing onto her, and she quickly took to the air, her eyes burning. "CIPHER!"

"SOPHIA!" Montana growled and activated his own watch, his Shocker suit appearing. With a press to his ear, Shocker narrowed his eyes.  
"Montana to Justin! CODE RED! Get everyone OUT of the building, and get someone to check on Faith! We have an intruder and he AIN'T friendly!"

***Disclaimer***

THE FINAL BATTLE BEGINS!

And truthfully depending on where my mood is, it could end victoriously...OR TRAGICLY!

:3


	16. Otto's determination

**WARNING! THERE IS VIOLENCE AND DEATH IN THIS CHAPTER! PROCEED AT YOU OWN RISK!**

***SH***

"So you're saying that this 'jewel' is able to affect people."

"Indeed." Gunther followed Fury down the hall, both of them being followed by a group of Shield guards at Fury's command. "Alexis is able to manipulate it when she is stressed."

"And why would you put such a powerful weapon in the hands of a 2 year old?" Fury asked, glancing towards Gunther, who seemed to be hiding armor of some kind under that coat of his. Frowning, he gave the man a skeptical look. "Seems like an irresponsible thing to do as a-"

"Director Fury, Alexis was born with this gift thrust upon her." Gunther replied evenly, looking towards Fury seriously. "Her parents were warned of the dangers she may possess, but they took on that challenge because they were unwilling to sacrifice their daughter for the 'safety' of the universe for 7 more years."

"That would be expected of loving parents." Fury muttered.  
"Indeed." Gunther frowned. "But our focus should be on my enemy, Cipher."  
"And just why should we focus more on Cipher, and not on you?" Fury asked seriously.

"DIRECTOR FURY!"

The group looked over as a woman came in, gritting her teeth. "We've just received word that New York City is under attack!"

Gunther gritted his teeth and faced the woman. "Do you know who's attacking this time?"  
"What do you mean 'this time'?" The woman frowned.

Fury didn't bother allowing the question to be repeated, he brought up a screen that had a news channel on. On the screen showed the streets close to Grand Central Station being set on fire...people running everywhere.

On the screen, Shocker and Flying Fox were up against two men, a fire woman, and…  
"CIPHER!" Gunter suddenly yelled in anger. He gritted his teeth and looked towards Fury. "Do I need to ELABORATE?!"

Fury frowned, before looking towards the screen, gritting his own teeth.

***DS***

Otto felt himself breathing heavily as he followed Dr. Strange down one of the halls of his...lair...place.  
He had nearly gotten sick from all the back-and-forth that Strange had been inflicting on him...he had near begged to just WALK to the next room, which had slightly irritated Strange...but…  
...at least Otto's stomach was starting to feel better.

They entered a darkened room and Dr. Strange headed pointedly for a particular area of the room.

….ruuummmbbbllleee….

Otto paused his stride and looked towards a window, a concerned look on his face. "What was that?"  
"Cipher's final attack has started." Dr. Strange replied, turning and motioning Otto to come over. "We have to do this NOW."

"Wait- I need to warn Sophia-" Otto quickly reached into his pocket and got out his phone...before it disappeared from his grip. He gasped and quickly looked towards Dr. Strange, who now had the device in his own hand.  
"Please! I have to-"

"Your lover is already outside fighting." Dr. Strange replied, frowning. "If she doesn't receive your assistance, she will be well on her way to sealing the deal with Cipher."

"Sophia would NEVER make a deal with someone like Cipher!" Otto growled, taking a step up and pointing at Dr. Strange accusingly. "And If I 'need to assist' Sophia, then WHY am I still here?!"  
"To see this."

Otto lurched and fell on his knees, landing on the ground...which was...strangely hot. He coughed, a whiff of smoke hitting his lungs. Looking upwards, Otto's eyes widened when he realized his surroundings had changed once again…  
...the sky was red...the buildings surrounding him was in ruins...a handful of people could be seen on the streets cowering in buildings….

He panted and quickly scrambled up, taking in his surroundings and looking at the scene in horror. When he looked up, there appeared to be a large tear in the sky in the shape of an 'X'….yet it looked like it was unable to get any bigger than it wanted to.

Otto could hear screaming around him...it was like a warzone… Looking to his left, he noticed a figure slowly walking through the streets...it was huge...and it was holding somth-  
He gasped sharply and SLAMMED his hand over his mouth when he saw a dead body in the monster's hand…

...before he SLAMMED on his back, at Dr. Strange's feet.  
Otto stayed on the ground, panting harshly…

"..Wh-...What was THAT?!" He demanded, shakily rolling over and pushing himself up. The Scientist turned and tried to face Dr. Strange, but had to lean against a table.  
"What was that?! Is that ongoing?!"

"In the future, yes." Dr. Strange replied, frowning. "That is what will become of the Earth...or- rather...the future that Alexis Octavius has come from."  
"Alexi-...Oc- what?!" Otto took a step up, trembling. "What do you mean? The Child? What does she have to do with-"

"Everything, Dr. Octavius." Dr. Strange put his hands behind his back. "I don't have time to go over ALL of the details. She's your daughter, Dr. Octavius." He frowned. "She's the daughter of Sophia L. Vincent and Otto G. Octavius five years in the future."

Otto let his mouth hang agape. For a moment, a WAVE of different emotions SLAMMED into him all at once. Confusion...JOY...bewilderment...Love...Fear…  
"B-...But you said...Sophia is being tainted by Cipher…" He put a hand up. "How-...How is it possible for Sophia and I-"

"Because Cipher does NOT belong in this period, Dr. Octavius." Dr. Strange replied sternly. "If he hadn't have interfered, You and Ms. Vincent would have been engaged by now."  
Otto winced as he heard another explosion outside, turning to look out the windows.

"Doctor Octavius, if you don't join this battle, something far worse than what you've just seen will plague the Earth." Dr. Strange said dangerously, putting up a hand. "The Creator will begin the purge of the planet...if Cipher has his way, this planet will see seven years of nothing but destruction."

"I-...I can't!" Otto turned to look at Dr. Strange, a pressure knotting in his chest. "I couldn't even protect Sophia when she was fighting against the false Dr. Octopus! There's nothing I can-"  
"You must."  
"I-"

Otto gasped and fell on his stomach, coughing.  
"Would you STOP doing tha-" The scientist stopped...when he noticed all of his surroundings had changed once again….but this was different…  
This time there was NO screaming...no noises...save for an occasional wind that SLAMMED against his back like hot daggers.

The Scientist gritted his teeth in pain and tried to shield his face. He couldn't breathe...the air was made of SMOKE!

...clang….clang clang clang…

Otto panted and looked behind him, feeling fear engulfing him….  
….As the form of Dr. Octopus came charging right for him.

***SW***

"AAAAHHHH!"

The zombified Fancy Dan let out a wicked kick in Shocker's direction, who skillfully doged and growled, landing on his feet and charging his shockblasters.  
He let out a blast, but Fancy Dan did a graceful backflip, landing behind Shocker and KICKING him in the back.

Shocker flipped and quickly turned, letting out a blast, his eyes dangerously narrow.  
"DAN! ENOUGH OF THIS!" He snarled, watching as the man skillfully dodge.  
"I ain't got TIME for your- GAH!"

He found himself SLAMMED to the ground by a stream of blue flames that came from Fancy Dan's hands.  
Shocker groaned and tried to push himself up, but Fancy Dan managed to get to him quickly and SLAMMED his foot into Shocker's side, sending the man back a few paces.

Shocker groaned and managed to sit up, looking in Fancy Dan's direction.

...his eyes….they were glowing yellow...with snake like slits for pupils.

He had time to gasp at Fancy Dan's condition...before he found himself SLAMMED to the ground as Veronica SLAMMED her feet into his back. Veronica laughed as she approached Shocker, grinning evilly.  
"Fall, Shocker!" She yelled, charging up a fireball in her hands and sending it charging for the stumbling Shocker. "FALL!"

Shocker let out a yell of agony as he was sent CRASHING into a building, thanks to the large fireball that had been fired at him. His body rolled and tumbled against bricks, glass, work desks and any other thing that just HAPPENED to be in his way as he crashed.  
Finally coming to a stop, He coughed hard, looking up as he found himself surrounded by flames.

The building's fire alarm started screaming…the fire roared…  
He could feel himself trying to scream at the PAIN going through his body…His breathing started slowing…  
The room was FILLED with fire and smoke...he couldn't breathe!

... _Faith...JJ...Hope...Ray_ ….

"MONTANA!"

Shocker winced when someone GRABBED him and SHOT right towards the windows, causing MORE glass to shatter. After a moment, Shocker found his ability to breathe, and he coughed violently, trying to get that delicious oxygen in his lungs.

Someone was holding him from behind...  
He managed to look up...RIGHT when he CRASHED into the roof of another building.

Groaning, Shocker shakily pushed himself up, hearing someone coughing at his right hand side. "...Sophie…" Shocker winced at a SHARP pain in his side, but shook it off, turning and running for Flying Fox, who was panting.

Before he could GET to her, Shocker found himself SLAMMED off the roof, thanks to Fancy Dan.

"MONTANA!" Flying Fox coughed and tried to get up- however someone GRABBED her wings, and SLAMMED her down, pinning her to the roof.  
The winged heroine struggled wildly, trying to fight her enemy, only to find someone punching her in the face OVER and OVER and OVER again.

Flying Fox screamed, trying to extend her wings in an effort to release a screech...however, whoever was pinning her down was skillfully making SURE that her wings could not extend.

"DIE YOU WITCH! DIE!"

She felt her blood run cold at the sound of the voice...was...that-  
Flying Fox shrieked when someone grabbed her by the hair and THREW her off the building, sending her spiraling down.  
Panting, the heroine saw the ground gaining on her...if she...could just…

Extending her wings, she gave off a mighty flap...slowing her fall….  
Only to CRASH into a moving bus, which sent her slamming into the street below.

Traffic came to a halt, and stunned drivers tried to see just why the Flying Fox was now lying in the street, one of her legs a bloody mess, as well as her face, which had a busted lip.  
Two bystanders were brave enough to at least TOUCH her, before she tried to stand and yelled, "GO! GET OUT OF HERE!"

No sooner had she SAID that, Rex Ryder SLAMMED to the ground behind her and SLAMMED a blue fireball at Flying Fox, sending her rolling down the street.  
She panted and tried to get herself up, but Rex put his foot on her shoulder blades and started pressing down...HARD.  
"Finally...Finally I will have the pleasure of taking out the TRASH!"

As he spoke, Flying Fox's screams echoed in the street.

***SW***

Otto let out a yell as Dr. Octopus came charging for him. Quickly putting up his hands, he got ready to defend himself...only for Doc Ock to SHOVE him aside, a look of terror on his own face.  
"OUT of the WAY!" Doc yelled, panting harshly, his metal arms running like crazy.

Otto found himself SLAMMED to the ground as Dr. Octopus pushed him aside. Groaning, Otto started to get up...only to quickly duck down as something SWOOPED over his head, going at an alarming pace.  
...were those...bat wings?  
Otto quickly scrambled onto his knees and looked behind him, seeing a shadow TACKLE Dr. Octopus to the ground.

Dr. Octopus screamed in alarm as he was PINNED to the ground. Quickly thrashing his mechanical arms upwards, they tried to slash and stab at the person on top of him.  
"NO! LET GO! SOPHIA LET GO!"

Otto froze at Dr. Octopus' words.  
...Sophia?...that….that was impossible, Sophia would never-

 **SCCCCCCCRRRRRRRRRRRREEEEEEEEEEEECCCCCCCCCCCCCCHHHHHHHHHH!**

Otto screamed and put his hands to his ears, falling to the ground in a fetal position.  
Dr. Octopus screamed and continued to thrash, managing to KICK the person off of him, and scrambled up in an effort to get up.

However he got SLAMMED to the ground, laning on his belly…  
"NO! GET OFF OF ME!"  
"TODAY is the day you LOSE to Demona, 'Darling'!"

Otto groaned, holding his ringing ears...he could hear screaming...managing to look up, Otto's eyes widened at the sight he saw…  
Dr. Octopus was being pinned to the ground...by...the Flying Fox?...no...this wasn't Flying Fox...her outfit was all wrong. It was black with yellow trim...and was far more revealing than Flying Fox's.  
Her wings were black...and had sharp points to them...her hair was the same color, but looked as though it had been sliced through by a blade of some kind…

...but what made Otto's blood run cold...was the look of merciless DARKNESS...on the face of his beloved Sophia.

"S-...Sophia-" Otto managed to utter, before he quickly ducked as Dr. Octopus managed to send 'Demona' flying. She was quick to recover, however, and took out a scythe-like weapon, quickly flying back for Doc, who was once again, trying to escape.

Smirking, Demona SLASHED at his back...slicing off THREE of his mechanical arms. Dr. Octopus panted and quickly turned, trying to get the arm he had LEFT to swipe and stab at Demona.  
His arm MANAGED to STAB her in the stomach…

"NO! SOPHIA!" Otto screamed, mortified at the sight of the mechanical arm impaling her.

Demona didn't flinch...in fact...she only stood there, glaring at Dr. Octopus.  
Dr. Octopus trembled and panted, a look of fear in his eyes. "S-...Sophia l-listen to me...LISTEN TO ME SOPH- URCH!"

Dr. Octopus found himself HURLED to the ground, as Demona grabbed the mechanical arm that was embedded in her stomach and YANKED him to the ground.  
Before he even had a chance to try and recover, she SNAPPED his remaining mechanical arm off of it's holster...and proceeded to pull the blade out of her stomach.

As she did so, her wound slowly mended itself back together, making the woman smirk evilly.

"...What's wrong, my love?...have you become...weak?" Demona snarled, slowly walking towards Dr. Octopus.  
The downed Doc panted and scrambled away, his goggled eyes wide in terror as his enemy closed in on him.

"S-Sophia! Sophia LISTEN to me! W-We can fix this- we- We- can-" He didn't have time to finish, because Demona extended her wings and TACKLED him, sending them both TUMBLING down a large drop to what looked like the emptied pit of one of the 9/11 memorial pools.

Otto panted and quickly got up, turning and running after them, Otto managed to get to the edge of the desecrated pool...and looked down as Dr. Octopus and Demona struggled with each other 50 ft below.  
The scientist trembled in horror at the scene playing before him.

...Sophia...Sophia was...trying to shove a blade into Dr. Octopus' chest...and he was doing EVERYTHING in his power to keep the blade AWAY from him.

"Oh my goodness…" Otto shuddered, his eyes wide in terror. "s-...Sophia-...SOPHIA STOP!"

"STOP SOPHIA!" Dr. Octopus screamed, panting quickly and trying to get Demona OFF of him. "PLEASE STOP! HAVE MERCY! I BEG OF YOU!"

"Mercy?" Demona scowled, leaning her face down to mere inches away from his. "Mercy is for the weak...REMEMBER?!"  
"SOPHIA I'M SORRY!" Dr. Octopus cried out, the blade slowly getting closer to his chest. Hyperventilating, he looked up with terrified eyes. "PLEASE! PLEASE SOPHIA! I THOUGHT YOU LOVED ME!"

Demona smirked and chuckled lowly. "...no...SOPHIA loved you….Sophia loved you until she took her last breath." She grinned. "But then she made a deal she couldn't refuse after you destroyed the lives of the city."  
"SOPHIA THAT WAS AN ACCIDENT!" Dr. Octopus panted, feeling his arms straining and beginning to fail. "IT WAS A MISCALCULAT-"

"YOU ARE THE **WORST** MISTAKE SOPHIA VINCENT EVER MADE!" Demona screamed. "Take my blade! Right through your twisted heart!" She shoved her blade harder against him, the tip of the blade finally scratching through his coat. "Take it…. **TAKE IT STRAIGHT TO THE PIT, YOU SICKENING PIECE OF SLAAAAAG**!"

Dr. Octopus cried out and panted, feeling his arms weaken...feeling the blade scratch his skin. "S-Sophia!"

"SOPHIA!"

TWHIP!

Otto gasped and slammed his hands over his mouth...as Demona's blade SLICED into Dr. Octopus' chest.

Dr. Octopus trembled, his eyes wide as the blade penetrated him...he could already feel his body shutting down as cold metal sliced through his heart. He whimpered and felt blood escaping his mouth...his body started feeling numb...his heart trembled, as it could no longer find the energy to beat.  
He shivered and found his head being forced back, to look into the cold gaze of Demona.

"Sleep, Otto...and NEVER wake again." She muttered, before slowly pressing her lips against his.

After a tense moment, he whimpered...his head lulled back...his arms fell limp to the ground...Dr. Octopus' lifeless body was then SHOVED to the ground. Demona stood, licking blood from her lips and standing over the fallen Dr. Octopus triumphantly as a pool of blood slowly started forming underneath him.

Otto trembled, staring at the scene in horror…  
No...No...Sophia would never….Sh-...She would NEVER…

He found himself slide to his hands and knees, trembling and shivering from the shock…No...This wasn't happening...Sophia would NEVER become cold and heartles...Sophia would NEVER try to kill him…  
... _Sophia...Is this what your bitterness against me will do to you?_  
SWOOP...Thud…  
Otto trembled...and looked behind him, fear gripping his heart….as he beheld Demona standing over him, glaring darkly at him. He panted and shut his eyes tightly….

This wasn't happening….this wasn't happening…  
 _I can't let this happen...this isn't happening!_

"It IS happening."  
The voice of Dr. Strange made Otto slowly open his eyes...finding himself on his hands and knees on the ground...back in the dark room with Dr. Strange.  
"That is ongoing in an alternate dimension." He frowned and narrowed his eyes. "In that dimension, You never stopped being Dr. Octopus, even after the gang fight...you thirsted for power so much that you destroyed New York City."

Otto looked at the man above him in horror. "No…"  
"Your lover became engulfed by bitterness, and the Cipher of her dimension charmed her into a deal...turning her into the monster you saw, known as 'Demona." Dr. Strange crossed his arms. "Her first victim...was Spiderman."

Otto trembled and looked down, continuing to pant in terror from the sight he had just seen.  
Spiderman? Sophia had...KILLED...SPIDERMAN?! That-...that was impossible! Even though he still irritated her from time to time, Otto knew that Sophia cared about Spiderman...she cared about EVERYONE!  
The monster he had seen...his beloved Sophia had become….heartless…  
Otto breathed out slowly.  
"...If….If this Cipher...gets Sophia…"

"Then you will lose your lover to the demon known as 'Demona'..." Dr. Strange narrowed his eyes dangerously. "And Earth will die."

Otto was silent…  
...he couldn't let that happen...he couldn't let Cipher touch his woman...he couldn't let Cipher feed Sophia with LIES….to fill her with hate...to darken the heart that he had fallen in love with.  
Shakily, Otto FORCED himself to stand, panting...and gritting his teeth.

For a moment...he just stood there...before he looked towards Dr. Strange, his eyes dangerous.

"...I need to fight…"

"I agree." Dr. Strange nodded, turning and looking at a piece of paper. "It's come to my knowledge that Ms. Vincent keeps her most dangerous confications in the main vault of Allen Corp. She keeps HER key somewhere in her desk." He looked back up towards Otto and made a motion with his hand. "Then I'll see you at the battle...and you might want to take your Vulture friend with you."

"Wha-"

Otto looked up when Dr. Strange summoned a circle above him...and a screaming Adrian suddenly SLAMMED to the ground, letting out an "OOFFF" as he landed.  
Otto blinked and took a step up. "Adrian-"

"What is this!? What's huh?!" Adrian stumbled up and panted, looking around in shock. For a moment he tried to look at his surroundings, seeing Otto and...a caped guy.  
"WHO is THAT?! WHERE am I?! What's-"  
"Ok, buh-bye." Dr. Strange made another circle, making Otto wince sharply.  
"N-NO WAIT-"

Otto and Adrian found themselves SLAMMED into the empty office of Sophia Vincent...destroyed desk and all, still uncleaned.

Adrian panted laying on the ground, eyes wide and body trembling. He managed to look up as Otto was pushing himself up.  
"...Otto?...What's-...How...Huh?"

Otto dusted himself off and quickly leaned down, helping Adrian to his feet. "Let me explain as we go...right now, I need your help…"

***OS***

Shocker let off a grunt as he was SLAMMED against the roof of another building, groaning.

"Look what time has done to you, Montana." Fancy Dan smirked, his possessed eyes burning with hate. "You've gotten PATHETIC"

KICK!  
"GAH!" Shocker tumbled across the roof and backflipped, standing on his feet and gritting his teeth behind his mask. As he stood, Fancy Dan ran at him, blue flames spitting from his hands.  
Shocker narrowed his eyes and charged up his gauntlets, sending shockblasts SLAMMING into Fancy Dan, sending the man flying back.

"The only one who's WEAK is tha one who was dumb enough ta make a deal with th- URCK!"  
He didn't get to finish his sentence, because he was attacked by a barrage of first-blasts coming from Veronica.  
Shocker brought up his arms and tried to block the blasts from his face...but even with the protection of the Shocker suit's new forcefield, he could FEEL the heat licking at him. Bringing up his arms, Shocker gritted his teeth and charged up his blasters…

...only to go HURLING through the air at an alarming rate and go CRASHING through a building's window.  
He heard someone yell out in surprise, but groaned, slowly pushing himself to stand.

His. Whole. Body. HURT!  
Growling, Shocker turned in an attempt to exit the building and rejoin the battle...only to stop when he saw Dr. Octavius and Dr. Toomes...in Sophia's office...rummaging through her destroyed desk.

For a moment, there was an awkward silence between the three...before Shocker narrowed his eyes.  
"...WHAT...are YALL doin' in here?" He asked, an annoyed tone in his voice."

For a moment, both men were silent. After a few seconds, Adrian put his hand in the air. "An EXCELLENT question, Montana." He replied, looking towards Otto expectantly. "Otto?"

Otto panted and slowly approached Shocker. "Montana, we need your help finding Sophia's key to her vault."  
Shocker was silent...before he narrowed his eyes further. "In case you haven't noticed, DOC; I'm busy tryin' ta help the Fox defend the city from a DEMON. What, prey tell, do you-"

"We're here to fight WITH you, Montana!" Otto said quickly, taking another step up and pointing towards the broken window. "These are DEMONS! You and Flying Fox can't handle them alone, even IF Spiderman comes to help you!"

"And WITH there being Demons outside, I can't STAY in here and debate this with you." Shocker replied, turning and heading for the window. He paused when Otto grabbed his arm.

Shocker turned lightly, seeing Otto with a determined look in his eyes. Otto gritted his teeth and looked sternly at Shocker. "PLEASE Montana!...PLEASE! I have to protect Sophia!"

Shocker was silent for a moment, studying his features...his demeanor...he glanced towards Adrian...he also looked stern and serious. Nothing was going to stop them, was there?  
Turning, Shocker frowned. "Sophie's key ain't in her desk...she keeps it on HER at all times." He reached behind him...and took out a metal key. "...But I've got mine…"

"YOU have a key to the vault?!" Adrian asked, looking stunned.

"Course I do!" Shocker scoffed, walking past them and quickly typing into a computer by the wall. "I'm the HEAD of security!"

Otto and Adrian looked towards each other, suddenly feeling stupid, before they approached Shocker as he typed.  
"What are you doing? Don't we need to get to the vault?" Otto asked, looking confused.  
"No time." Shocker replied, inserting the key into an opening and looking up as the bookcase at Sophia's wall trembled. "We'll make the gadgets come to US."

As he said that, metal slides went over the books to keep them from falling off the shelves...as the bookcase ITSELF slowly slid to the side...revealing a metal door that was also slowly opening.  
The three men watched as the computer scanned Shocker….before the door completely opened...revealing the tech flight suit of Vulture….and the mechanical arms of Dr. Octopus.

Otto felt himself tremble at the mere sight of the arms….all those years ago….all those horrible memories…

"Suit up, boys." Shocker suddenly said, pointing towards the opening. "I doubt the boss will appriciate'cha just standin' there and gawkin'"

At the statement, Adrian approached the techflight suit and trailed his fingers over the tech….four years...and yet Sophia had kept these things in mint condition. Narrowing his eyes, Adrian let out a breath...and took the tech into his arms.

Otto stood in front of the harness before him, narrowing his eyes at the sight of his technology...Slowly he opened a compartment on the harness itself and fiddled with a particular gadget. The inhibitor chip had been mangled….it looked like it hadn't been messed with...although…  
Shutting his eyes, Otto breathed in...and let it out, reminding himself that they had an enemy that they needed to fight. Fire burned in his eyes as he secured the harness around his waist...and sealed the chip against his neck.

Something shot through his mind...the arms awakened…  
...a strange feeling of familiarity had settled in. His tech recognized his signature…

Otto narrowed his eyes.  
 _Yes...you know me….you know me all too well….but I'M in charge! I will make the calls, and YOU will OBEY_ _ **ME**_ _!_  
There was a whirring sound coming from the arms as they slinked to life, looking at their surroundings and taking in every detail around them.

After a moment, one of the mechanical arms shot out and grabbed a large coat, bringing it to Otto, while another arm retrieved special goggles for him.  
Otto narrowed his eyes, standing tall and in charge.  
 _And I will NEVER be known as Dr. Octopus….but rather, as I should be...Octavius._

Shocker stood by the window, glaring at the chaos that was going on outside. Spiderman HAD shown up...and it looked like Captain America had ALSO shown up...along with a weird guy in an overcoat.  
Who the HECK was THAT?!

"Montana?"  
Shocker looked behind himself...seeing Vulture and Octavius slowly approaching him, both of them looking ready for the inevitable. Shocker was silent for a moment, studying their features...Sophia was NOT going to be happy….  
But the looks on their faces….spoke SO MUCH without saying a thing.

He turned towards them and narrowed his eyes. "Saddle up, boys...we got a city ta protect."

Both Vulture and Octavius nodded, before the three of them exited, determination in their eyes.

***Disclaimer***

THE FINAL BATTLE BEGINS! Well...technically it already started….BUT HERE WE GO!


	17. Declarations

***TS***

"AH HAHAHAHAHA!" Cipher laughed insanely, hovering over the one world trade center, watching the people below run around in chaos and terror. "Enjoy the appetizer, people! We haven't even gotten to the Main COURSE yet!"  
Grinning, he looked towards Lexi, who was dangling in his grip, whimpering and trembling. Cipher smirked at her and brought her up to eye-level, smirking evilly at her.

"You know, I COULD just forget about your mother and get that little jewel from you right here and now." He purred, bringing up his other hand, a blue flame appearing in his palm. "Of course, something tells me I'll have to wrangle that little piece OUT of you, won't I little bat?"

Lexi whined as his hand got closer…  
 **SSSSSSCCCCCCCCCRRRRRRRRRRRRREEEEEEEEEEEEEEEEEEEEEEEEEEEEEECCCCCCCCHHHHHH!**

"GAH!"  
Cipher CHUCKED Lexi away from himself and held his head in pain, allowing the toddler to let out a scream as she fell from the building.

"ALEXIS!"  
 **SNATCH!**

Lexi whimpered as someone grabbed her, and she felt herself swinging upwards. Looking upwards, she gasped. "Kaasan!"  
Flying Fox gritted her teeth, keeping Lexi close to her as she flapped her wings as hard as she could. Narrowing her eyes, she dove for a nearby building. "Hold on, honey. This may make you diz-ACHK!"

She let off a yell as a fireball SLAMMED into her wings, causing her to go spiraling down. Flying Fox gritted her teeth and looked down, trying to reach for Lexi, who was once again falling alongside her.  
Her wings...they HURT! She could FEEL the burns on them...But she HAD to protect the young one at least! She HAD to!

"Demona!"

Flying Fox gasped, continuing to fall. To her side, she saw Verionica flying up for her, charging up a fireball. Growling, Flying Fox tried flapping her wings again.  
Work! WORK SLAGGIT WORK!

"Today is the day you DIE Chiroptera-GAH!"  
"STAY AWAY FROM THEM!"

Flying Fox gasped when a cloaked figure came SLAMMING into Veronica...sending them both SLAMMING into a nearby building.  
Wait...Who the heck-?...Was that the man from the train?  
Narrowing her eyes, Flying Fox FORCED herself out of her musings and dove for Alexis, wrapping her arms around the toddler and harshly flapping her wings.

"Kaasan! Kaasan!"  
"Hold on!"

Flying Fox panted and tried to find a good air stream….She managed to catch one...before she SMASHED into the plane beacon of one of the buildings. Gritting her teeth, she slid across the roof and panted once she finally came to a stop.  
For a moment, she was silent...the only thing she was able to do was pant for air.

Alexis whined, slowly getting up, having been nestled against Flying Fox's chest during the landing. Looking down at the heroine, she whimpered. "...Kaasan…"

"...I'm….not….your…..mother…" Flying Fox panted, wincing in pain. She winced sharply and tried to roll over, in a futile attempt to get up...but instead, her head rested on the roof and her body went limp.  
"...oh good grief…" She muttered, shutting her eyes and gritting her teeth. "...I haven't been in THIS much pain since-"

"CHIROPTERA!"

Flying Fox groaned and looked up slowly as Veronica had appeared above her, fireballs in her hands.  
...how the heck had she gotten away from that other guy? Ugnh…  
Flying Fox gritted her teeth and tried to push herself up, covering Lexi protectively with one of her wings.

"Today you DIE, bat!" Veronica grinned evilly, her fireballs getting hotter. "And I have a few words for YOU before you di- URCK!"  
Veronica had all the air blown out of her as Iron Man SLAMMED into her and flew off the building. "No you don't, Ms. Bar-B-Q!"

"...I'm listening…" Flying Fox muttered sarcastically, trembling as she forcefully tried to push herself up...only to fall back down, laying on her side and panting.  
"Kaasan…" Alexis poked her head from under Flying Fox's wing and put a hand on her face. "Daijoubu?"

Alexis paused when she heard something slamming against the roof and turned, looking up as a shadow loomed over them…  
"...TOSAN!"  
"ALEXIS!"

"...What?"  
Flying Fox rolled onto her back and looked upwards...seeing the man known as 'Gunther' scooping up Alexis into his arms. She could only see to his shoulders...and he was upside-down, due to her still being on her back.

"Lexi-chan...Anata ga itekurete yokatta!"

Flying Fox's mouth hung agape...as Gunther hugged Alexis tightly, slowly approaching Flying Fox. As he got closer...she could see….his yellow and green suit...and...four mechanical arms coming from his back.  
"Sophia- URCK!"

Gunther lurched when Flying Fox quickly backflipped, and SLAMMED her feet into his stomach, causing him to drop Alexis.  
Catching the girl, Flying Fox held her close to herself and took a few steps back as Gunther recovered. Alexis looked up towards Flying Fox, surprised. "Kaasan! Doushite?"

"WHO THE HECK ARE YOU?!" Flying Fox shot, taking more steps back, gritting her teeth. "HOW DID YOU GET THOSE OUT OF MY VAULT?!"

"Sophia-"  
"SOPHIA!"

Flying Fox gasped and turned...only for her blood to run cold when she saw...Otto Octavius...IN HIS DOCTOR OCTOPUS SUIT!  
Panting, Flying Fox attempted to retreat in the other direction, only to bump into Gunther. Jumping away, she found herself looking from Gunther...to Octavius...to Gunther again...and then back to Octavius. As she DID so, Alexis also looked...from Octavius...to Gunther...and back….before she and Flying Fox looked towards each other, both looking rather...confused.

As the two tried to get their bearings, Octavius looked towards Gunther, his mouth hanging agape...before he gritted his teeth in anger.  
Was this another shapeshifter? He...looked SOMEWHAT like him, though slightly taller and in better shape; either way, he was a fraud!  
"Sophia!" Octavius took a few steps up. "Get away from him! Get-"

"WHOAH! I'm seeing double the ugly!"

The entire group looked over, just as Spiderman landed on the ledge of the building, looking from Gunther, to Octavius, and then back again. "Whoa! We got more shapeshifting baddies? Or are you two timing Doc, Foxey?"

"Do you EVER shut up?!" both Octavius and Gunther growled at the same time.

Spiderman raised an eyebrow and waved a hand slightly for emphasis.  
"Well, as I said last time, not really. I have fans that have expectations for quippage."

"SHUT UP, ARACHNID!" Both men snarled, making Spidey blink.  
"Whoa...both of them know my nickname…" He muttered, rubbing his head. "Why can't my fans be the ones who multiply, and not my baddies?"

Taking the opportunity, Flying Fox quickly turned and ran, trying to get her wings to flap. They quivered for a moment, forcing her to stop at the edge of the building.  
No….NO! FLAP, SLAGGIT!

"Sophia- Don't-" Gunther turned to stop her...only for Octavius to TACKLE him to the ground, managing to pin two of his mechanical arms with his own.  
"STAY AWAY FROM HER!" He growled, trying to keep the man down.

"Whoa! Love battle?" Spiderman quickly jumped down and ran for Flying Fox, surprised that she hadn't taken off yet. "Uh, Foxey, this is the part where you fly away?"  
"...I can't…"  
"Sure you can!" He pointed towards the two brawling men. "I can break up the testosterone over there and you can fly awa-"  
"I. **CANT**!"

Flying Fox looked towards Spiderman, a spooked look on her face. "My wings are NOT responding to m- UGH!"  
"WITCH!"  
"FOXEY!"

Spiderman got slammed back when Rex appeared out of NOWHERE and TACKLED Flying Fox off of the building. Quickly scrambling up, Spiderman thwiped a web into the air and swung down. "FOXEY!"

 **SWOOP**!

Flying Fox panted...and blinked when she found herself soaring in the air. "...what the-" She paused. Wait, If SHE was flying...then how was she TALKING?!  
"Are you alright Ms. Vincent?"

She paused...and looked up…  
Finding herself in the grip of Vulture's talons.

"Dr. Toomes?" Flying Fox blinked...but her grip on Alexis tightened. "HOW DID YOU GET YOUR TECH BACK?! I DIDN'T AUTHORI-"  
"GAH!"

Both Vulture and Flying Fox yelped when a blue fireball came HURLING at them from nowhere. Looking down, Vulture gritted his teeth when he saw Rex Ryder running along the rooftops of buildings, throwing blue flaming fireballs at them.

Flying Fox gritted her teeth...and once again attempted to flap her wings, straining and crying out in pain a few times.  
"Ms. Vincent, stop!" Vulture looked at her upside-down. "Both of your wings are bleeding, you'll damage them!"  
"Wonderful…" Flying Fox gritted her teeth...and gasped. "TOOMES-"

CRASH!

Both Vulture and Flying Fox went SLAMMING into separate windows of separate buildings. Flying Fox groaned and forced herself to sit on her knees.  
"...ungh….Lexi?" She paused and quickly looked around. "LEXI?!"

***SW***

Fancy Dan let off an inhuman snarl as he punched at Cap, sending a torrent of blue flames at the superhero. Glancing behind him, he heard the whirring of Shocker's blasters, and quickly turned, sending a stream of flames towards the red and yellow clad vigilante.

Shocker backflipped and SLAMMED his feet across Fancy Dan's face, making the demonized man fly back, landing SMACK into a car.

"Huh. Where'd you learn that move?" Cap asked, watching Shocker land.  
"10 years of bein' an Enforcer." Shocker glanced towards Cap. "Ya tend ta pick up a few moves."  
Cap shrugged lightly. "Well...years in the Army didn't teach me fancy stuff like that." Cap looked up. "Heads up."

Both Shocker and Cap quickly dove to the side when Iron Man SLAMMED Veronica to the ground. Taking the opportunity, Shocker charged up his blasters and sent them for the fire-woman. She was quick to dodge, though, and quickly made two fireballs in her hands-

 **WHAM!**  
"GAH!"

Shocker watched as Veronica fell to the ground, thanks to Cap's shield SLAMMING against her head, causing her to fall and try to regain her bearings.

"That shield'a yers ain't bad." Shocker commented.  
"It's all in the wrist." Cap replied.

"Hey. Ladies." Iron Man hovered over the two and made a motion with his head. "We gonna fight some demons, or we gonna chit chat?"  
Shocker shrugged. "Eh. I've been around the Bug too much, I'm startin' ta pick up his habits." He replied, before he ran at full speed for an oncoming Fancy Dan, charging up his gauntlets and SLAMMING a shockblast right into the demonized man.

Shocker gave off a grunt and turned towards Iron Man and Cap. "Has ANYONE seen Fox?"

"I have, but I was getting the royal bar-b-q off of her." Iron Man looked up towards a particular building...where it looked like Dr. Octopus was….chasing...Dr. Octopus.  
"Ok...who's the good guy?"

"The one in the overcoat." Shocker pointed towards Octavius. "Blast the other one-"  
"Wait!" Cap looked over. "Veronica is HERE…" He pointed towards Veronica...who was now charging at them.  
All three of them quickly scattered, quick to attack the fire-woman.

"If SHE'S here, then Who- GAH!" Cap got thrown back, landing on his back.  
Iron Man looked towards Shocker and made a motion with his head. "Go find bat-girl and the brat. We'll take care of miss Bar-B-Q."  
"That 'brat' has a name, genius." Shocker muttered, turning and beginning to run- only to get SLAMMED into a bus.

"NO YOU DON'T, MONTANA!"  
"Get OUT of muh WAY, DAN!" Shocker snarled, charging up his blasters and shooting.

***SW***

"LEXI!" Flying Fox panted, finding herself slowing up, once she got to the roof of the building, looking around frantically. "Alexis! Where are yo- OOOFFF!"

"You SHOULD have taken my deal, Demona."

Flying Fox gritted her teeth and forced herself to stand, turning and seeing Cipher hovering in the air, holding Lexis by the scruff of her little shirt. He had an evil smirk on his face as the toddler cried.  
"Now you'll have to endure the death of your daughter."

"She's...not my-"  
"HAHAHAHA! You STILL haven't figured it out, have you?!" Cipher laughed, his look getting even more insane. "Didn't your useless friend, Becky, TELL you that the brat was calling you 'Mommy' and Dr. Octopus 'Daddy'? You're in SUCH denial!"

Flying Fox trembled, gritting her teeth. "That's impossible! In order for that to be true, she'd have to be from-"  
"The future is currently being rewritten, mommy." Cipher gave off a toothy grin.

"Kaasan! Kaasaaaan!"

Cipher held Alexis over the roof of the building. "Considering your wings aren't in the mood to cooperate...just like YOU'RE not in the mood to cooperate with me…"  
"Cipher!"  
"This little one gets to know the terror of the dream demon" Cipher let off an insane laugh, plain dropping Lexi.

"ALEXIS!"  
Flying Fox turned and ran for the edge of the building...but Cipher TACKLED her to the roof.  
" **NO! ALEXIS!** "  
"GIVE INTO IT!" Cipher yelled, pushing her harder against the ground. "GIVE INTO THAT DESPAIR! GIVE INTO THE HATE! GIVE UP! HATE! HATE IT ALL-" he quickly paused when he saw movement out of the corner of his eye-a figure was diving after the small child…  
GUNTHER!  
"Pit SLAGGIT!"

Cipher grabbed Flying Fox by the wings, making her scream, before he CHUCKED her off the building, and snapped his fingers, quickly disappearing.

As she fell, she tried multiple times to flap her wings...but they refused to respond. Panting, Flying Fox watched helplessly as the ground got closer and closer. Slaggit...SLAG it….SLAG IT!  
"SOPHIA!"

SNATCH!

Flying Fox yeppled when someone snatched her in mid-air, tackling her, into another building. Glass shattered everywhere...but whoever was holding her sheilded her with their own body to keep the glass away from her.  
She panted, groaning lowly. How many times did she have to FALL today?

"Sophia! Sophia speak to me!"

Flying Fox paused….and looked up, finding herself in the arms of- "...Otto?" She paused...and rose her fist to hit him. He frowned and kept supporting her with one arm, quick to grab her wrist firmly with the other.

"Sophia-"  
"How did you-...WHAT are you doing?! How-"  
"Sophia, LISTEN to me!"

Flying Fox suddenly paused at the firmness in Octavius' voice, a stunned look on her face. After a moment of both of them just panting, Octavius finally released her wrist and stroked the back of his hand against her wings.  
She froze, a light blush on her face.

"Sophia, I have no time to explain." Octavius replied, a frown on his face. "Just know that Shocker allowed us to help...I needed to help...I wanted to help." He panted and lowered his head. "Sophia-"  
"Montana LET you have those back?" Flying Fox tried to sit up...but found herself gripped a little firmer by Octavius, before she finally relaxed in his grip. "I'm going to kill him-"  
"Sophia." Octavius looked down at her, placing a hand against her cheek. "Don't punish Montana. I wouldn't let him go unless he agreed to let us help." He gritted his teeth. "I needed to protect you."

Flying Fox was silent, looking guarded...but his touch...was making her blush darker...and the serious look on his face was...slagging attractive!  
"Sophia, I KNOW that you don't trust my words….but believe me when I say….I can NOT...lose you again…" He lowered his head and gritted his teeth. "I just got you back….and I'm NOT going to let you fight these monsters alone. I need to protect you. Your life is precious to me...more precious than my own!" He shuddered and put his forehead against hers.

"...Otto…"  
"Sophia, I LOVE you...I love you SO much" Octavius opened his eyes, gazing into her soft hazel eyes that were forming tears in them. Cradling her closer to himself he frowned. "If you continue to fight...then I'm going to fight right beside you. As a shield...as a partner...as the one who loves you…"

Tears ran down Flying Fox's face, making Octavius try to wipe away the tears falling down her cheeks...but they just kept coming.

 **CRASH**!

Both Octavius and Flying Fox quickly looked out the shattered window, seeing a fiery explosion outside. Someone could be heard yelling….and Spiderman was seen swinging past their building and towards the flames.

Flying Fox gritted her teeth...and slowly wiggled out of Octavius' grip, accepting his help to stand. Narrowing her eyes, she gritted her teeth at the PAIN in her wings. Glancing to the side she opened them...and closed them...and then opened them again, before FORCING them to flap...FINALLY they responded.

Octavius frowned and looked towards Flying Fox. "I suppose you're going to want to continue this."  
"I'm not stopping, Otto." Flying Fox faced Octavius, pointing towards the window. "I have a city to protect."  
Octavius slowly nodded...and took her hands in his. "WE...have a city to protect…"

Flying Fox looked deeply into Octavius' eyes….before she yanked her hands away from him, making him pause; before she grabbed the scruff of his jacket...and firmly pressed her lips against his.  
Octavius' eye widened for a moment, before he tightly wrapped his arms around Flying Fox, kissing her back, and holding her securely against himself. For a moment, the two savored their moment...before Flying Fox broke the kiss.

"...To be continued?"  
"Absolutely." Octavius said quickly, cupping her face. "Sophia I-"  
"I LOVE you, Otto...I love you more than ANYONE."

Octavius felt himself tremble with joy...before a serious look came to his face. "Now, my love...let us send a demon back to hell where he belongs."  
"Agreed, beloved."

***SW***

"AAAAAAAAAAHHHHHHHHHHHHH!"  
Spiderman shrieked as he had Alexis SLAMMED into his gut...only for her to puke on him. For a moment, he fell from the roofs he had ONCE been swinging across. He forced himself back into reality, thwiping a web towards the toddler and bringing her to himself.  
He gagged lightly and looked over at his uniform...before looking towards Alexis, who looked like she was going to cry.

"Ugnh…." Spiderman landed on a building and bounced Lexi lightly. "Hey….don't worry, honey. It's gonna be- URCK!"

Spiderman found himself SLAMMED to the roof and groaned, feeling Alexis on top of him. After a moment, she started making a strange sound.  
"Oh no...not again…"

"YOU MORON!"

Spidey turned and blinked, being SHOVED aside by Gunther, who grabbed Lexi from him, slowly rubbing her back.  
"Shh shh shh...daijoubu Lexi-chan?"  
"Tosaaaaannn…." Lexi whined, burying her face in Gunther's chest. Gunther frowned seriously, continuing to rub the girl's back gently.

"Hey hey hey!" Spidey took a step up, only to have two mechanical arms come RIGHT in front of him and make warning snaps at him. "HEY! Ok, THOSE I have NOT missed!"  
"Back off, Arachnid." Gunther looked up, frowning seriously. "This is my responsibility!"

"Uh- No, she's Foxey's!" He paused, and put a hand up. "Well, technically she's...just babysitting, but-"  
"Octavius!"

Spiderman and Gunther quickly turned, seeing Cipher diving for Gunther at a high speed. Gunther suddenly narrowed his eyes and put all of his mechanical arms on the ground, causing a forcefield of sorts to appear around himself, Lexi and Spiderman.  
Cipher stopped abruptly and sneered, slowly landing on the edge of the roof and putting his hands on his hips. After a moment of scowling, Cipher slowly smirked.

"What's wrong, Doc Ock?" He taunted, his cane appearing out of nowhere, and he started twirling it casually. "The weight of the world bringing you down?"

Gunther gritted his teeth in anger, while Alexis whined and snuggled into his chest for comfort.

"You know you're only delaying the inevitable." Cipher grinned, motioning towards Spiderman. "No doubt seing the Arachnid alive again is nice...he's just gonna die again, Doc."  
"Hey, I'm PERFECTLY capable of keeping myself ali- ...wait...Doc?" Spiderman paused and looked towards Gunther, who only glanced lightly at him, before keeping his attention on Cipher.  
"Wait...you mean he's ACTUALLY-"

Spiderman paused when Cipher snapped his fingers, summoning Veronica to them. As soon as he saw her, Spiderman's eyes widened.  
"WAIT!...If Fire-girl's THERE…" He suddenly looked towards Gunther. "THEN...WHO-!?"

"Spiderman, meet Otto Gunther Octavius." Cipher grinned, and snapped his fingers. "Veronica, fetch the little bat."

"CIPHER DONT!" Gunther gritted his teeth as Veronica SLAMMED a stream of flames at Gunther's forcefield, making him strain to keep it up.

"YOU'RE….DOC?!" Spidey put his hands on his head. "But- But HOW-"  
"Right now is NOT the time for explanations, Arachnid!" Gunther snarled, straining further, trying to dig his mechanical arms in the ground and keeping Lexi securely against his chest. The heat of Veronica's attack was...suffocating him.

"THAT'S RIGHT OCK! FEEL THE BURN!" Cipher laughed as the three inside collapsed to the ground, all of them panting for air….  
Gunther couldn't take the strain any longer...and his mechanical arms quickly lifted up, cancelling the shield….allowing Veronica to KICK both Spiderman and Gunther.

As they fell, Cipher quickly took Alexis, and waved his hand over her chest….and a bright light emitted, making the toddler **SHRIEK** in pain.

"GET YOUR HANDS OFF MY DAUGHTER!" Gunther screamed, trying to stand, only for Veronica to pin him down.  
Gunther gritted his teeth, and swiftly SLAMMED his feet into Veronica's face, making her stumble. The demon looked up….in time to see Gunther's mechanical arms SLAM into her.

Veronica struggled against three mechanical arms, while the forth had a blast preparing in the eye. She grimaced and seethed. "No….There's no WAY you can defeat us!"  
"Watch me, witch!" Gunther snarled, unleashing the blast onto her.

Letting off a demonic shriek, Veronica was engulfed by the blast….and disintegrated into nothingness. Gunther narrowed his eyes and stood tall, gritting his teeth.

"Whoa…"

Gunther paused and looked towards Spiderman, who took a step back. "Remind me not to get on your bad side."  
"Too late, Arachnid." Gunther muttered, before swiftly turning towards Cipher, who was laughing.

"Aww, how sweet...A father's love has destroyed my henchmaniac." He cackled, holding Lexi up. "BUT it only costs the life of his own."  
Gunther's eye widened, seeing Lexi convulsing in Cipher's grip.

"NO!" Gunther took a step up. "CIPHER!"

"Say goodbye to your precious little chiroptera, Octavius!" Cipher smirked evilly, turning. "HEY! GRANDPA! HOLD YOUR GRANDDAUGHTER!"  
"NO!" Gunther tried to catch Alexis, but she was already sailing through the air and was caught HARSHLY by Rex Ryder...who held her by the throat and glared at her with hatred in his eyes.

 **SCCCCCCRRRREEEEEEEEEEEEECCCCHHHHH!**

Rex cried out, dropping Lexi, who landed on her back, smacking her head on the edge of the ground, and went limp.

"ALEXIS!" Gunther screamed, looking at the scene in horror. Beside him, Spiderman aimed his webbing towards the building, but was SLAMMED to the ground by Cipher's cane.

"KILL HER RYDER! KILL HER NOW!" Cipher snarled.

Rex narrowed his eyes...and put his foot over Lexi's throat, hatred in his eyes.


	18. Deal or No Deal

Rex snarled as he got ready to crush the throat of the small toddler who was trapped under him, his yellow glow in his eyes only intensifying.

"NO YOU DONT!"

SLAM!  
"GAH!" Rex turned and found himself SLAMMED to the hard surface of the roof and cried out as sharp talons dug into his shoulders. Seething, Rex looked up...right as Vulture PUNCHED him in the face.

"Adrian!" Gunther gasped in surprise, making Cipher seethe.  
"I forgot about the bird." Cipher growled, snapping his fingers and disappearing from Gunther and Spiderman.

Spiderman paused when he was suddenly released and looked around quickly. "Hey! Where'd he-"  
"ADRIAN LOOK OUT!" Gunther snarled, his mechanical arms raising and pushing him off the building in an attempt to launch him to the other roof.

Vulture looked up, and quickly dodged when Cipher appeared and SLAMMED his cane RIGHT where he had once been standing. Wincing sharply, Vulture scrambled up and snatched Alexis as gently as he could with his talons, before diving off the building.

"You can't escape me, scavenger!" Cipher growled, aiming his cane towards Vulture- only to get SLAMMED to the surface of the roof by a metal shield. Scowling, Cipher glared over, seeing Captain America landing on the roof, his eyes narrowed. Behind him, Shocker also landed, cracking his knuckles.

"Sure he can...when you're too busy with us." Cap replied, moving over slightly as Shocker stormed over.  
"And somethin' tells me, there's a reason yer coat is yellow." Shocker growled, before sending a shockblast towards Cipher.

Cipher quickly dodged the blast, taking his cane and aiming it at the two men, firing.

***SW***

Vulture landed on the street, gritting his teeth when he looked up and saw nothing but blasts, fire, and fighting debris coming from the building he had just left.

He needed to get back up there!...But what was he going to do with-

"ALEXIS!"

Vulture gasped and turned, ready to punch the lights out of-...Flying Fox.  
"Ms. Vincent!" He breathed out when Flying Fox came out of her dive and landed right in front of him, a look of horror on her face. Quickly she took Alexis from his grip and cradled the moaning child in her arms.

"Adrian!"  
Octavius landed nearby, wincing at the sight of Vulture. "Are you alright?! What's going on up there?"

"How the heck should I know?" Vulture waved his hand in the air, pointing towards the building and flailing his other arm for emphasis. "I had to fly like a madman to get down here!"  
Octavius looked upwards towards the explosions and flames coming from up top, narrowing his goggled eyes. It was absolute chaos up there…

"Alexis!"

The trio looked up, right as Gunther SLAMMED to the ground in front of them, approaching the trio, panting.

Vulture and Octavius moved to confront the new arrival...before Spiderman landed between them and put up his hands. "Hold it! No civil fighting please, we've already got a demon to worry about."  
"Stand aside, Arachnid" Octavius growled, his eyes narrowed towards Gunther, who only frowned lightly.

"Right, you havn't been properly introduced." Spiderman rubbed the back of his head, before he motioned towards Gunther. "Doc, meet Doc! Doc, Doc!"

"Do you know how RIDICULOUS that just sound-" Flying Fox started to snap, before she paused in stunned silence. "Wait-...What?"

"We don't have time to discuss this." Gunther approached the group, pushing Spiderman aside and frowning towards Octavius, who also looked rather confused at Spiderman's statement. He frowned and made a motion towards Alexis, who was slowly starting to come to. "I need to ensure my daughter's safety before I return to try and banish Cipher from this realm permanently."

"Daughter?" Octavius blinked.  
"What?" Vulture made a face.

"WHAT are you talking about?" Flying Fox's let her mouth hang agape. "That's impossible, this girl is from-"  
"The future...yes, Sophia." Gunther stopped walking when he was right in front of Flying Fox and smiled affectionately towards her. "However, My Sophia has been captured by Cipher...I haven't seen her in months. Though...I do wish our reunion would have happened under better circumstances."

"Re- Wha- You're- Wait-"  
"Tosan!"

Flying Fox practically jumped when Lexi came back to, and reached out for Gunther. The man gratefully took Alexis from Flying Fox's arms and held her to his chest.

Octavius stared at the man before them, his eyes wide as he tried to look the guy over. Yes...he DID have a striking resemblance to himself, aside from the lose of weight and his more military haircut...but how did he-  
"Wait- YOU'RE...OTTO?!" Vulture let his mouth hang agape, before he looked towards Otto...then Gunther...then Otto...then Gunther again. "How!? You're so...RIPPED!"  
"Seriously Adrian?" Octavius looked towards Vulture, gritting his teeth. "You're starting to sound like the Arachnid!"

"Yeah! But you've got to get better material than that, beaky." Spidey put his hands on his hips and looked towards Vulture, who only groaned in reply.

 **BOOOOOOOOMMM**!

The group looked up as the top of one of the buildings exploded. Above, Fancy Dan and Rex Ryder could be seen throwing blasts of some sort towards Cap, Iron Man and Shocker.  
Flying Fox gritted her teeth and glanced towards Gunther and Lexi. A battle with a demon now seemed a WHOLE lot less stressful than dealing with people from the flipping FUTURE.

Spreading her wings, Flying Fox SHOT into the air and got out her whip, narrowing her eyes.

"SOPHIA YOU STUBBORN WOMAN GET BACK DOWN HERE!" Gunther yelled, gritting his teeth as the heroine flew for the nearby building. He groaned and put a hand to his face, "Oh Sophiaaaaa…"

"I take it Sophia NEVER loses her stubbornness." Octavius muttered, looking towards Gunther, narrowing his eyes.  
"Never." Gunther looked upwards, a smirk appearing on his face.

Octavius smirked back...before he extended his arms and swiftly took off, heading for the buildings, Vulture close behind him.

"Hey! Wait up-"  
"Not you, Arachnid"

Spiderman found himself wrapped by one of Gunther's mechanical arms and was set FIRMLY on the ground...and Lexi was forced into his arms.  
"Wait-...WAIT! I CAN'T-"

"Protect her!" Gunther snarled, raising himself on his mechanical arms, shaking his fist at the web-slinger. "Or I will tear off EACH of your limbs!"  
He proceeded to stomp off, following everyone else for the battle.

"HEY! WAIT! THAT'S NOT FAIR!" Spiderman complained, holding Alexis, who watched everyone leave with big eyes. Spidey let off a groan and looked towards Alexis. She fiddled with her little green necklace and looked up towards him, curiously.  
"...What do I do if she needs changing?" Spidey's eye twitched and he groaned. "...uunnnnggghhh…"

***RT***

Cipher hovered above the top of the building, narrowing his one eye and looking over the line of heroes that were responding to the fight. Now not only was it Shocker and Flying Fox; They had Iron Man, Captain America, Spiderman, Vulture AND Dr. Octopus!  
….oh, and also SLAGGING GUNTHER!  
No matter...this should just make their fall harder!  
"So the mortals are trying to fight back huh? _ADORABLE_!" He quickly turned and shot a blue flame across the sky, hearing the screams of Rex and Dan.

"Henchmaniacs! TAKE THEM **OUT**!"

"YYYAAAAHHH!" Fancy Dan landed a PUNCH in Shocker's gut...which made Shocker's forcefield send Dan FLYING across the roof, getting knocked back by Cap in response.  
Shocker growled and ran for Fancy Dan, charging his blasters and shooting, sending Dan plain off the roof.

Dan let off a yell and sent a stream of blue flames towards the ground, which stopped his fall and sent him shooting upwards. Once he got to the top, he prepared to shoot both Cap and Shocker with flames…

….Only to get flown off by Iron Man.

Cap dusted himself off and watched as Fancy Dan got flown into the sky, screaming his head off. Shocker walked to Cap's side and crossed his arms.

"Fancy Dan never was the type to handle groups on his own…" Shocker muttered, keeping his eyes on Iron Man as he flew around in the sky, only making the demonized Fancy Dan yell.  
Cap made a face as he watched the fiasco...it was...funny. "Well I guess this is something you can hold over his head once this is all done with."

Shocker looked towards Cap, raising an eyeridge. "Dan's been possessed by a demon...you really think a 'simple conversation' is in his future?"  
"Well no." Cap replied truthfully as he watched Fancy Dan in freefall...before Iron Man caught him again. "But there was this Man a long time ago who could-"

"OOOFFF!"  
"UNGH!""

Both Shocker and Cap got slammed to the ground as Rex Ryder landed 25 feet away from them.

"Right, forgot about 'Daddy dearest' for a moment…" Cap groaned, pushing himself up and turning to face Rex. The man's eyes were glowing yellow, and he had an evil demonic look on his face. Rex chuckled, before he let out an insane laugh, running towards Shocker and Cap, blue flames spewing out of his hands.

Cap and Shocker quickly dodged, the latter firing from his gauntlets and seething. "Weren't we JUST here a sec ago?!"

Out of nowhere, a mechanical arm grabbed Rex from behind and sent him upwards. Rex cried out as Vulture grabbed the man by his shoulders, and glared down at him. The demon possessed man growled...and grinned, charging up blue flames and sent them SLAMMING into Vulture's wings.

Vulture cried out in pain and proceeded to fall to the ground, while Rex used his flames to get to the next building.  
"Adrian!"  
Vulture found himself caught by mechanical arms and looked up, expecting to be in the grip of Octavius...but it was Gunther. Well...technically they were the same guy, right?

Gunther climbed up the side of the building, setting Vulture down once they got to the roof. He looked to the side where Octavius was blocking Rex's path to them. It looked like Spiderman was fixing to help hi-  
Wait-

"SPIDERMAN?!" Gunther turned, his mouth hanging open, before he seethed. "ARACHNID! I TOLD YOU TO WATCH MY DAUGHTER!"

"I got a babysitter!" Spiderman yelled from the other side- only to get Octavius SLAMMED into him, courtesy of Rex.

"Prey tell, Arachnid…" Octavius growled, trying to get OFF the web-slinger. "Where DID you put the child?!"  
"Oh she's with her uncles!" Spidey got up and pointed off the roof, pointing out the three police officers who had gotten to the scene. "They seem like capable guys!"  
Octavius looked downwards at the three officers with Alexis...and glared towards Spiderman. "You're an idiot."

"RRRAAAGGGHHHH!"

Both Octavius and Spiderman quickly turned around as Rex was fixing to send a stream of flames in their direction...only for Flying Fox to SLAM her feet into Rex's back, seething. "Get AWAY from him, you slagging CREEP!"  
Rex stumbled and seethed, his eyes glowing dangerously. "DIE WITCH!" He snarled. "YOU'VE BEEN A THORN IN MY SIDE LONG ENOUGH!"

"You couldn't see the ROSE past the THORNS!" Octavius snarled, his mechanical arms rocketing for Rex and grabbing each of his extremities firmly. Rex attempted to wiggle free of Octavius' grip, but was PUNCHED in the mouth curitisy of Spiderman.

"...oooowwww…" Spidey shook his hand and moaned. "They don't call him 'hard headed' for nothing!"  
"Figure that on your own, Arachnid?" Octavius asked sarcastically.

"Blast you!" Rex snarled, struggling in Octavius' grip and snarling like a madman. Managing to put his hands on the mechanical arms that held his wrists, Rex sent fire through Octavius' mechanical arms.  
Octavius let off a yell, taking a few steps back….falling off the building with Rex entow.

"DOC!"  
"OTTO!"

Gritting his teeth, Octavius released Rex's legs, digging two of his arms into the side of the building as he fell. It was hard not to focus on the HEAT that was going from his arms to his harness.  
THIS BLASTED MAN WAS- UNGH!

Octavius groaned when he landed harshly on the ground. Gritting his teeth, he pushed himself onto his knees and looked behind him, where Rex was slowly getting up, looking towards Octavius with glowing yellow eyes. The man growled and slowly started heading for Octavius…

...only to see Officers Justin and Dennis get in his way.

Off to the side was Mark, holding Lexi. "Why did I get stuck with the kid?!"  
"Shut up, idiot!" Dennis yelled, gritting his teeth at Rex, who smirked lightly.  
"Hello boys." He said pleasantly, blue flames appearing in his hands. "Get out of Daddy's way."

"You're not taking the life of Sophie's lover." Justin growled, getting in a ready stance. "...and you are NO father to US!"  
Rex's eyes flashed in sudden rage. "WHAT?! How DARE you speak to me that way?!"

Octavius managed to push himself to his feet, his mechanical arms going up and ready...though he was surprised to see Sophia's brothers...DEFENDING him!  
"Officer Ryder-" Octavius put out a hand.

"Vincent."  
"What?" Octavius looked confused.  
"WHAT?!" Rex echoed, looking enraged as his demon fire burned brighter. "YOU'RE NO VINCENT, YOU'RE A RYDER!" He bellowed in rage.

"Not anymore!" Dennis shot back, pointing to his name badge that was clearly marked 'Vincent'. "We've done SO much digging through the years after Mom's death, and we found hard evidence pointing to YOU as her murderer."  
Justin took a step up, gritting his teeth. "Your recorded as an honored officer is now GONE...and we choose to represent the family that had TRUE honor." He growled. "The honor of Moriah VINCENT!"

Rex seethed in rage. "YOU WORTHLESS FOOLS!" He raged, charging up fire blasts and aiming them for Justin and Dennis. "I'LL KILL EVERY **ONE** OF YOU!"  
"NO!"  
SLICE!  
Rex's eyes went wide...as one of Octavius' arms had originally been out to stop him...went right THROUGH his chest. The man trembled and coughed out a mouthful of blood...before the demonic power in him extinguished and he fell limp.

Octavius looked at the scene in horror...before slowly frowning seriously.  
...He had just...killed Sophia's father...well…at least he could never hurt Sophia again…  
He glanced towards the three officers...who were strangely silent, even though their father had just been killed...right in front of them. Thankfully Mark had covered Lexi's eyes.

"Doc…" Spidey landed beside the group, looking at the scene...before looking towards Octavius. "Did you HAVE to-"  
"Arachnid, I'm not in the mood to-"

"OTTO! SPIDERMAN! BEHIND YOU!"

Octavius managed to look up, spotting Cipher above him, fixing to slam his cane into his back….  
 **SNAP**!  
"GAH!" Cipher recoiled his hand when Flying Fox's whip snapped at him and seethed over towards her.

Quick as lighting, Cipher shot for Flying Fox and grabbed her by the wings.  
"Going UP!" He growled, SHOOTING into the sky.

Flying Fox yelled out in both pain and fear, her screams blocking out the cries below via Spidey, her brothers and Octavius. Flying Fox gritted her teeth and looked up, narrowing her eyes as Cipher looked down at her, continuing to go up.  
"You SHOULD have taken my DEAL!"  
"Your deal involves me DESTROYING LIVES!" Flying Fox snarled, narrowing her eyes further. "And you couldn't PAY me to kill Otto! I lov-"

"Oh PLEASE shut up with all the 'lovey-love' junk! Sure he just killed your father to protect you and your brothers, but love is WEAK!" Cipher smirked...and PULLED on Flying Fox's wings forcefully. The action made her cry out.  
"LAST chance, Fox!" Cipher suddenly stopped when he was high enough and seethed. "Become my partner, Be my puppet! BECOME DEMONA AND USE THE POWER OF DARKNESS!"

 **SCCCCCCCCRRRRRRRRRRRREEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEECCCCCCCCCCCCCCCCCCCCCHHHHHHHHHHHHHHH!**

"GAH!"  
 **SNAP**!

Flying Fox's eyes went wide when Cipher's hands forcefully pulled from her wings to his ears….  
….breaking her wings….

She couldn't feel anything anymore...she couldn't even think….as she fell from Cipher's grip, she groaned and felt herself spin uncontrollably.  
Her wings hung limply at her back...unable to be summoned...refusing to flap.  
Flying Fox couldn't even scream...she just gritted her teeth, slightly opening her eyes as the buildings got bigger...the ground got closer…

...where did that circle come from?

She found herself go from plumelting from the sky, to entering...a circle...and gently landing with a soft THUD. Flying Fox panted harshly, attemtping to push herself up...only to fall right back down, panting.

"Ms. Vincent…"

Flying Fox was silent, save for her desperate panting for air. She slowly looked up, seeing Dr. Strange kneeling by her side. For a brief moment, neither of them said anything...before Dr. Strange frowned.

"I believe your fight is over, Ms. Vincent." He said. "You need to back down and allow those who love you to fight."

She tried to open her mouth...but only a squeak came out. Rolling her eyes, Flying Fox forced herself to at least SIT up. When she tried to stand, Dr. Strange put a hand on her shoulder to keep her down.  
"Ms. Vincent, I'm no vet, but I AM a Doctor." He narrowed his eyes at her. "You try to rejoin this fight, and you'll die."

Flying Fox glared at him. She opened her mouth once again to retort...but once again, only a squeak came out of her. Gritting her teeth, she looked back towards her wings...which were both limp, though one of them had open flesh that was dripping out a small stream of blood.  
Wonderful...she was going to feel THAT tomorrow…

"SOPHIA!"  
"FOXEY!"  
"Would you STOP CALLING her that?!"

Both Spiderman and Octavius got to the ground where Dr. Strange and Flying Fox were. Spiderman started to get ready to attack, but Octavius put a single mechanical arm in his way, quickly going to Flying Fox's side.

"Sophia...your wings…" He breathed, kneeling by her and wincing at the sight of them. Flying Fox wasn't really looking at him...but she was wincing sharply and opening her mouth as though she WANTED to scream...but only squeaks came out.

"Her wings are too damaged." Dr. Strange looked up. "She can neither speak nor perform her screech."  
"What do you mean?" Octavius gently tried to put an arm around Flying Fox, but quickly pulled back when he saw the action brought her pain.  
"Uh, Doc, even I'VE noticed that when she screeches, her wings are fully extended." Spiderman pointed towards her wings. "And since they're not properly tucked IN, she can't SPEAK."

"...That is the most ridiculous thing…" Octavius looked towards Flying Fox, who glared at him.

"Sophia!"

The group looked over, seeing Captain America and Shocker running towards them, Shocker looking spooked at Flying Fox's condition. "Great...who's back do ah break fer this?" He growled, motioning towards Flying Fox.

"Where's Fancy Dan?" Spiderman quickly looked towards Shocker.  
"More importantly, where's CIPHER?" Cap retorted, looking around the perimeter. He could see Iron Man flying around with Dan hanging from his shirt.

"LOOK OUT!"

The entire group looked up as Cipher appeared out of nowhere and sent a stream of flames for the group.  
Just as quickly, Gunther landed in front of the group and slammed all of his mechanical arms into the ground, bringing up his forcefield. The flames surrounded them...but couldn't penetrate Gunther's shield.

"Wonderful!" Spidey put his hands on his hips. "So, not to be debbie downer here...but how do we defeat a DEMON?!"  
"I HATE to say this…" Shocker looked over. "But I'm with the bug on this one...we've given him everything we got…"

"Cipher's a demon...he CAN'T be killed unless it's by the Creator Himself." Gunther growled, struggling to keep the forcefield up.  
"Terrific." Cap breathed, looking towards Gunther. "Any other bright ideas?"  
"Actually yes." Gunther looked over. "I've developed a weapon that can banish him from our particular realm...but I've never been successful in hitting him with the blast." He frowned. "He's always one step ahead of me."

"Let me guess, you always had a plan." Spidey put his hands on his hips. Gunther looked back at him, frowning deeply.  
"Your point?"

"Plans never work." Spidey grinned behind his mask. "...But I've got an IDEA!"

Flying Fox's eye twitched...and she forced herself to stand, crossing her arms towards Spiderman.  
Octavius crossed his own arms. "And that idea would be?"

***SW***

Iron Man flew against the Hudson, flying as low as he could, before he dropped Fancy Dan into the icy river. Flying upwards, he turned and hovered over the waters, looking down.

"That oughta cool him off." he mused, looking around for any sign of Dan flailing around in the water. He did see an area near the surface that was bubbling…  
"Don't tell me Fancy Demon doesn't know how to swim…" he muttered, looking ready to dive back in. Demon possessed or not, the guy was still human-

"RRAAHHH!"

Iron Man flew back and shot a blast at Fancy Dan, who had emerged from the water….only to get hit by said blast and submerge once again. A flash of yellow could be seen under the waves...before it faded.  
"...well...that was different." Iron Man muttered.

"Stark, we need you." Captain America came over the comlink, making Iron Man quickly fly up and back over towards Manhattan.  
"You need ME?" Stark mocked. "I'm surprised Vincent agreed to this."

"She didn't."  
"Typical"  
"Cipher's on East main and S Church." Cap replied in a nonchalant manner. "There's two new guys down here trying to help us take him down, and one of them has a plan."

"What is he, a planner?"

***MH***

Cipher let out a blast towards Gunther as he quickly scurried from building to building, followed closely by Octavius and Shocker.  
"Give it up!" Cipher snarled, shooting blast after blast towards the group. "Your future has come to an END, Programer! You, Yourself, and your wonderful mercenary friend! Oh wait, I'm sorry, you prefer 'Master Planner' don't you?"

Gunther sneered as he continued to run, but Octavius actually seethed.  
"HONESTLY?! Am I still going by THAT name in the future?!" He raved, jumping out of the way of another blast as they continued to run.

"Sophia changed it to 'Master Programer'" Gunther snarled back. "Cipher's just bringing up the past to distract us!"  
"Well it's WORKING!" Shocker growled, following the two of them and glancing back. "Where's the bug!? He should'a started his part by now!"

"HELLO!"

Cipher looked behind him, getting SLAMMED by Spiderman in the back. He growled and turned, firing flames towards Spiderman, who gracefully dodged the attack.

Gunther stopped running and turned. Cipher was distracted, trying to fire at Spiderman. Narrowing his eyes, he made a motion towards Octavius and Shocker. They nodded, and quickly split up.

Above, Cipher continued to try and fire blasts at Spiderman...however shots were fired above by a new source. Looking to his side, Cipher saw Vulture coming from one side, Iron Man coming from the other side, both of them firing.  
Cipher smirked. "Adorable! You actually think you can team up against ME!"

The demon brewed two blue blasts in each of his hands and quickly fired at Vulture and Iron Man at the same time…  
...However, as he did that he looked down as a string of webbing wrapped around his feet. "What the-"

Cipher suddenly found himself SLAMMED to the roof of a building, courtesy of Spiderman. Starting to get up, Cipher growled and looked to the side...getting hit by a blast of webbing.  
"Hey Cipher! You trying out your pirate patch on for halloween?" Spidey asked, taking a few steps back.

The demon growled and stood, getting flames ready...only for a circle to appear under him. Cipher quickly looked down, and jumped upwards to avoid being sucked in…  
SLAM!  
"GAH!" Cipher yelled as Iron Man SLAMMED into him, flying upwards away from the buildings.

"What the-" Cipher looked towards Iron Man, his one eye widening.  
"Hey ugly." Iron Man suddenly stopped abruptly, letting momentum take effect on Cipher. "Bye ugly."

Cipher fell away from Iron Man and stopped his fall, looking upwards and seething. "Why you blasted-"  
CLANG!  
"ARGH!" Cipher suddenly held his head, where Cap's shield had hid him in the face. Looking downwards, Cipher seethed. "WATCH IT!" the demon turned to face Cap...only for his leg to get wrapped in webbing. "Oh no-"

Cipher started to pummel for the ground; however, this time he narrowed his eye and burned off the web, halting his fall and surrounding himself in blue flames.  
"Is that REALLY what you plan to do?" He scoffed, powering up his flames. "Attack me one by one? You can't defeat me! I'm a being of pure energy with NO weaknes-"

 **GRAB**!

Cipher suddenly looked behind him, finding each of his limbs grabbed by four mechanical arms. Below, Octavius glared at him, gritting his teeth in concentration. "Do you EVER _Shut up_?!" he snarled.

Cipher narrowed his eyes and positioned his hands. "No..but YOU will no longer make a sound after -" He suddenly paused when he finally took notice of his surroundings. Octavius was standing in a circle...a GLOWING circle, tightening holding each of Cipher's limbs.  
….CRAP!

Gunther suddenly landed in front of Octavius, his own mechanical arms extended and glowing. Cipher's eyes suddenly widened as he realized what was happening. Frantically he started struggling from Octavius' grip, but the circle was unleashing energies on him that held him in place.  
"What the- No No NO!"

"Your arrogance has brought you down, Cipher." Dr. Strange growled, keeping his magic grip on the demon, so he couldn't escape.  
"We're going to make sure you NEVER mess with this dimension again." Gunther growled.

"H-Hey! Wait! Let's not be hasty!" Cipher winced and let off a nervous grin. "W-We can work something out right Octavius? You're still looking for your wife right?"  
"I'll FIND my wife, once I return home with Alexis." Gunther growled lowly, his mechanical arms glowing from the energies he was charging up.

"Actually you can't! She's dead!" Cipher said quickly. "But let me go and I'll reunite you!"

Gunther froze at Cipher's statement, his world shattering into pieces. For a moment he felt his body tremble.  
... _Sophia_ …

Octavius almost stumbled at the news and his mouth hung agape. Wait...Future Sophia...was dead? Not captured?...DEAD?  
Did this mean...that he was going to lose Sophia no matter WHAT?! He...That couldn't happen! He...He couldn't LET that happen! Cipher was a demon right? He had to be LYING!  
Octavius shuddered and shut his eyes, FORCING himself out of his feelings of grief. If Cipher got the better of them...then everyone was doomed...  
All the more reason to end the demon right here and NOW. Gritting his teeth he took a step up. "You're not going anywhere Cipher...except into the realm where YOU belong!"

"W-WAIT!" Cipher struggled. "If you banish me, you'll be screwing with history!" He screamed. "The space-time continuum will be altered! Everything will be disorganized!"  
"I'm not going to let anyone else suffer your trickery Cipher!" Gunther snarled, tears streaming down his face. "And I am going to make SURE that you stay FAR away from THIS time, as well as my daughter!"

"NO! Hold on!" Cipher struggled wildly, Octavius' grip tightening. "I'll give you anything!"  
"No deal." Gunther snarled, firing the blast towards Cipher.

The blast engulfed the demon, and he let out an unholy shriek as every molecule of his being was forcefully dragged out of their presence.

***Disclaimer***

Lose ends ... They hang, the loose ends! WHAT HAS HAPPENED TO THE FUTURE?!


	19. Loose Ends

***SW***

"SOOOOOPPPHIIIIEEEEE!" Mark flailed his arms around like a madman and stood over Flying Fox as she lay on the ground. "DON'T LEAVE US! DON'T GO INTO THE LIIIIIGGGHHT-"

 **SMACK**!

"OW!"  
"REALLY, you moron?!" Dennis hissed, shaking one hand off from the impact he had given his brother, and holding Lexi with his other arm. "She's just dizzy, idiot!"

Flying Fox's eye twitched at the idiocy of her brothers, gritting her teeth as Justin tended to her wings. He was trying to figure out how to splint her wings...but she wasn't a BAT with normal small bat wings...heck! Even mega FRUIT bats didn't have wings THIS big!

"Would you both knock it off?" He grumbled, looking over towards his brothers and frowning. "Sophie's in serious pain."

"Well no DUH, her WINGS are broken!" Mark motioned towards Flying Fox, who sat up and scowled at him. "She won't be able to TALK until she can properly tuck them in-" Mark suddenly paused...and a mischievous look came to his face as he quickly bent over his sister.  
"Hey Soooopphiiieeeee? I can have your fancy throw pillows for my service, right?"

Flying Fox's eye twitched, and she opened her mouth to yell at him...but once again, only a squeak came out.

"I'll take that as a 'Yes'!" Mark grinned, making Flying Fox seethed.

"Ooooh, while we're at it, why don't I ask for a raise?" Spiderman said, landing close to them and putting his hands on his hips. "And every other Saturday off?"  
At first Flying Fox gave him an enraged look...before her expression suddenly got sarcastic.

Justin blinked and looked towards Spiderman, raising an eyebrow. "Raise? What, you get PAID to protect Manhattan?" He then looked towards Flying Fox, who was still giving Spiderman a sarcastic look. "Sophia, PLEASE tell me you're not getting swindled by this kid."

Spiderman paused and caught the look Flying Fox was giving him...before he quickly started flailing his arms in the air. "Nonononono! It's totally not like that!" he said quickly, mentally bashing himself. "What I MEANT was-"

"Fox."  
Spiderman got shoved aside by Shocker, who knelt over by Justin and Flying Fox, his eyes narrowed. "Boss...ya gonna be ok?"  
Flying Fox went from glaring at Spiderman sarcastically, to looking towards Shocker and slowly nodding.

"Listen...I need t'check on Fay." Shocker muttered, before he looked towards Vulture, Octavius, and Gunther, who were slowly making their way over. "What'dya want me to do with them?"

Flying Fox looked over towards the group, her eyes resting on Octavius...though...she did steal a glance towards Gunther, who was looking towards the ground and looked rather stressed.  
For a moment, she pursed her lips, before she glanced at Shocker and let off a dismissive wave.

Shocker was silent...before he patted her shoulder gently, standing and looking towards Justin. "Watch them for me, Wildrider."  
"Like a hawk, Personality."

Flying Fox watched Shocker turn and leave, heading for a particular route to get home faster. No doubt the subways would be blocked due to the fight…  
Slowly forcing herself to stand, Flying Fox looked towards Dennis and motioned him to surrender Lexi to herself. Once she had Lexi in her arms, she let out a breath and hugged the girl to herself.

Lexi was safe...everyone was safe…

"Kaasan!" Lexi cooed, snuggling into Flying Fox's chest and looking up at her happily. The heroine smiled softly and rubbed her nose to the child.  
...her child...sure of the future...but...hers...and Otto's…

She gasped and quickly looked towards the group, looking for Octavius, before pushing past her brothers and approaching Octavius, looking him over for injuries.  
...and **SLAPPING** him.

"GAH!" Octavius suddenly jumped, putting a hand to his cheek and looking at Flying Fox, stunned. "Sophia! What the heck was THAT for?!"

Flying Fox kept Lexi in one arm and flailed her other arm around, her mouth looking like she was shouting all sorts of insults at him...though all that came out were angry squeaks and twitters. In her arms, Alexis didn't look bothered at all...if anything she giggled. "Tosan warui!" she clapped.

To the side, Gunther crossed his arms...and smiled very lightly. Ah Sophia certainly had her ways of showing her displeasure for scaring the crap out of her. If she could talk, she'd probably be nagging him about the fact that he almost died, or that he shouldn't have been in the battle in the first place, or that he scared her to death…  
...death…

Gunther slowly looked to the ground and closed his eyes in grief. Cipher had said that his Sophia was gone...no wonder he could never find her after she had been captured.  
...He had failed to protect his wife…

"Not to break up the moment."

Gunther slowly opened his eyes and looked towards Dr. Strange, who was approaching him. "...But I believe you have a time period to get to."  
"...yes...of course." Gunther nodded and turned, approaching the quarreling Flying Fox and Octavius.

"...Sophia." Gunther put his hand on Flying Fox's shoulder and looked at her sternly. "You can berate him later. After you've recovered and rested enough."  
"Berate?" Octavius put up a hand, motioning towards Flying Fox. "This is a simple 'BERATE'?"

"Get used to it, goggles." Gunther put his hand on his hips. "You scare the crap out of her, you get yelled at...and she's actually going EASY on you right now." He moved Octavius over and faced Flying Fox, who didn't look too terribly happy with him either.  
"Sophia...I'm so glad I got to see your beautiful eyes before I return to my unit."

Flying Fox seemed to soften very slightly, looking confused. Gunther seemed...grieved.

"Alexis and I must return to our time and try to clean up Cipher's mess…" Gunther reached out his arms for the toddler. Flying Fox hesitated slightly...she had gotten attached to Lexi for the time that she had been with the child. For a moment Flying Fox did nothing...sighing, she hugged Lexi to herself.  
After a moment, she slowly broke away from Lexi and brought her down, allowing Gunther to slowly take Lexi from her grip.

Gunther brought Lexi into his arms and allowed her to snuggle into his chest. Closing his eyes, he let out a sigh...before softly placing his other hand against Flying Fox's cheek. She tensed lightly...but slowly relaxed, placing her hand over his. She could see the pain in his expression...even past his sunglasses.  
After a moment, Octavius approached, looking from Gunther, to Flying Fox, and then back.

Gunther took his hand off of Flying Fox and glared at Octavius. "...PROTECT her...put HER life over yours...do you understand me?"  
"...Indeed." Octavius replied, slowly coming to Flying Fox's side and taking her hand in his. "I will guard her life with my own…"

"Question!"

The group suddenly looked towards Mark, sarcastic looks on their faces.  
"Just curious...HOW are you supposed to get back to the future without a time machine?"

Gunther rolled his eyes lightly, groaning. "...Mark...you watch WAY too much TV." He grumbled, gently taking the green pendant from Alexis' neck.  
As soon as Dr. Strange saw it, his mouth hung agape. "Wait...is that- How did she-"

"The time infinity stone." Gunther mused, looking towards Dr. Strange, looking to his own pendant around his neck. "Given to her by Steven Strange in my time." He frowned seriously. "Alexis was supposed to be sent to a different time period to warn of Cipher's arrival and prevent the chaos that reigns in the future."  
He looked down towards his daughter who was now fiddling with the pendant around her neck.

Dr. Strange looked towards Alexis.  
Now it made complete sense as to why he couldn't touch Alexis...the two time gems were REPELLING each other…

"Is that the 'jewel' that you mention to Fury?" Cap asked, walking up, looking towards Alexis who was accepting a raccoon plushie from Gunther and hugging it to herself.  
Gunther was silent for a moment, pursing his lips lightly. "...no that's not it...but it is related to it…"

"Wha-"  
"Thank you all." Gunther turned to face the group, looking pointedly towards Octavius and Flying Fox. "...I must get back...but be on guard. My banishing blast has sent Cipher back to his own period...but be wary, because your Cipher still prowls this universe…"

"There's ANOTHER one?!" Spidey put a hand to his head. "Ugnh…"  
"Awacknid!" Lexi clapped, giggling. "Awacknid!"

Gunther looked towards Alexis and smirked in approval, taking her pendant from her. Holding the child closely to himself, he waved a hand over the jewel...and the two disappeared from the sight of the others…

Watching the spot that Gunther and Alexis had once been in, Flying Fox felt hot tears come to her eyes...before she slowly let out a breath. She slowly touched her fingers inside of Octavius' palm...who in return, closed his hand over hers in reassurance…

"Don't worry, Sophia…..she'll be safe…" he said softly, watching the empty spot.

***FT***

Gunther looked up as he arrived...and he let his mouth hang open for a moment, looking at the sky.  
...the radiant purple sky that bore a gorgeous sunset, going behind Mt. Fuji.

"Kirei...Tosan, Kirei!" Alexis clapped her hands slightly, pointing towards the sky. Gunther had to take in his surroundings, looking around him.  
Tokyo...untouched...unharmed...slowly getting ready for the oncoming night…  
He felt a tightening in his chest. Had he arrived in the wrong period? He took out a device and looked towards it.

Period 151348207….he was in the correct period...looking confused, Gunther's chest tightened further. The continuum...had it affected his period? Breathing out, he held Lexi close to himself as he navigated through the city.  
Toyko was thriving...people were going to and fro, going about their days.

He got discovered by a few people who cheered at him as he passed by. He tried to keep subtle, but it was difficult to do so when his disguise was gone…

"Octavius-sama!"

Gunther winced and looked to the side as a taxi stopped beside him. "Why do you walk, Octavius-sama? Allow me to give you a ride home!"  
Octavius-sama?...How was he so...prominent?  
"...Hai...domo arigatou gozaimasu…" Gunther pressed a button on his wrist, allowing his mechanical arms to completely retract. Getting into the back of the vehicle, Gunther looked down towards Alexis, who looked around at the surroundings in curiosity.

...She had known nothing but war for her two years of life...everything was new to her…  
The taxi ride took a few minutes...and they found themselves taken to the outskirts of the great city...to a beautiful traditional Japanese estate.  
Gunther's mouth hung open…

...Time had been altered...everything was peaceful...and beautiful…

He exited the vehicle and paid the driver, looking at the large house in awe…  
... _Sophia_ …  
Feeling his chest tighten, Gunther held Alexis to himself and headed for the main door, slowly reaching for the door...and knocking.

After a moment, two men answered the door...and quickly gave short bows.  
"Octavius-sama! Welcome home!"

Gunther stood there for a moment, bewildered. What? THIS...was HIS home?...it was HUGE! How the heck was HE the Master of THIS?! Slowly entering the establishment, Gunther had to stop in the foyer, looking upwards at the beautiful layout of the house.  
Alexis cooed and clapped. "Kerei!"

"Otto! Okaeri!"

Gunther's heart stopped...and he looked towards the stairs. At the top, a pregnant Sophia waved at him, slowly coming down the stairs, her wings softly resting against her japanese house robe.  
"Where have you BEEN? Don't tell me you've been spoiling Lexi at the park?" She smiled when she got to the end of the staircase and reached for him. "Seriously Otto, you're in your uniform? Don't tell me Jacob was giving you-"

Sophia gasped when Gunther gently set Lexi on the ground, and tightly brought her into an embrace, his entire body trembling.  
"...Sophia…"  
"Otto...What's wrong?" Sophia rested her hands against Gunther's chest, staying still in his tight embrace. "...what happened? Are you alright?"

For a moment, Gunther said nothing...he only held his beloved wife tightly to himself. The heartbreak that Cipher had revealed to him was mending itself...his heart swelled with all sorts of emotion as he softly trailed his fingers against Sophia's wings. They were real...she was real...and she was safe...After a long while, he slowly released her and placed a hand on her belly, his other hand holding her neck tenderly. "...S-...Sophia I-...You have...no idea what i've just been through…"  
"Oh Otto." Sophia placed her hand against the hand that was resting on her neck and gave him a loving look. "What happened? Do you need me to-"

"Kaasan! Kaasan!"

Sophia looked down and smiled. "Lexi-chan!" leaning down, she brought the girl into her arms and rubbed her nose against the toddler's. "Were you good for Tosan? Genki?"  
"Hai Hai!"

Gunther breathed out and wrapped his arms around Sophia from behind, resting his chin on her shoulder and smiling towards Lexi. He absently stroked Sophia's belly as he watched Alexis pull on Sophia's bat ear, making her mother chuckle.

...Cipher was gone...all of the henchmaniacs...gone….his daughter was safe...his son was on the way…  
...and his beautiful wife was once again safe in his arms…

***MH***

The months passed...the city had quieted down...well...as quiet as MANHATTAN can get…

Spiderman swung through the streets, looking around for any signs of danger. Since Flying Fox's wings had been snapped like twigs, he had to go back to patrolling the city on his own whilst Foxey recovered. It had been a while...and she had finally managed to get her wings well enough to have them tucked in…

...so she could give him a lecture about his little stunt that he pulled with Allen Corp.  
He chuckled as he landed on a roof and sighed. It was almost September...She'd be leaving again soon.

Why was it that each time they encountered each other, something big had to happen?

Eh...at LEAST she had loosened up. Ms. Vincent had been more social around her workers...had defended Spiderman to the press...not to mention had chewed out the Bugle for misrepresenting Shocker, Vulture and Octavius.

Yup...things were finally looking smooth…

"HEY! SPIDERMAN!"

Spidey looked down as a group of people cheered as he swung by.  
Apparently the Bugle's retraction for Spiderman had been seen.  
"They like me!...They REALLY like me!"

***MT***

"OH C'MON DADDY PLEEEEEEASSE?!"

"Boy, yer not joinin' me on any missions that require Shocker." Montana muttered, leaning back in his recliner and looking towards JJ who was perched on his father's stomach.

"But you can protect me! Spiderman's taking all of your spotlight! You need to be the star of Manhattan!" JJ argued, waving his little arms in the air.

"Now JJ, listen to your father."  
Faith cradled Hope in her arms as she fed her daughter her bottle. Raymond was in his playpen lightly snoozing next to a very soft teddy bear. "Even though your father is Shocker, it's very dangerous even for him. That's why we have to leave anytime he has to become Shocker...its for our safety."

"You remember when yer mother got put in the hospital, boy?" Montana looked towards his son, who nodded. "It's dangerous fer you to be around me when I'm workin'...as Shocker anyways." The man sat up and rubbed his son's back, plopping his hat on his son's head. "But keep yer chin up, son. You'll be a big strong law-abidin' man one day, and maybe….MAYBE...I'll have ya take over for me as Shocker one day."

"REALLY?!"  
"JACKSON!" Faith looked towards Montana in horror. "Don't give him such ideas!"

"What? The bug has been swingin' 'round Manhattan as a teenager!" Montana grinned towards Faith. "Some trainin' and discipline, and JJ could make a fantastic Shocker!"  
"Slagit, Jack, I'm going to carry out the threat that my sister put on you." Faith muttered, giving her husband a sarcastic look. "You make my son Shocker, and I will ensure you have one less ball than Hitler…"

"Hitler had balls?" JJ looked over, curiously. "Were they basketballs?"

Montana snorted lightly. "More like marbles." He chuckled, making Faith shake her head lightly.

"...Oh Jackson?"  
"Mmm?" Montana looked towards his wife, keeping his son steady.

"...are we seeing Sophia off next week?" Fath looked hopeful. "I'd love to be able to say goodbye before she heads back to Nevada….she's headed to Japan after that and it's supposed to be a long time before we see her again."  
"Don't see why not. Though there is the little happenin' that's goin' on tomorrow...gotta help out with that too." Montana smiled. "After all...she's family."

***AC***

Sophia stretched as she got finished with the day. It was almost 8:30 pm...she needed to get home and sleep...but she needed to do one last thing in her office before she turned everything over to Stanley while she was gone.  
The Japan trip was approaching; though she was looking forward to getting two weeks off and relaxing in Sparks. Though she still had a week to enjoy Manhattan before returning to Sparks.

...no doubt she'd have to check on the main Allen Corp building to make sure Phillip had not allowed everyone to get disorganized while she was gone.  
Manhattan was under decent hands...it'd be some time before she was able to come back to Manhattan….considering she prefered being in Nevada…

...she stopped walking as she got to her office door and rested her hand on the knob.

….How long would it be?...what could she tell Otto? They had gotten inseparable after Cipher had been defeated. Once he had been banished from their realm...her hatred had been completely washed away from her. It was like all of that unforgiveness that she had harbord towards Otto had been anchored there by an outside force, being Cipher himself.

...but...even though she and Otto had renewed their relationship...she was still the CEO of AllenCorp...meaning she had to go everywhere and do everything...all the time…

Sighing, she opened the door to her office...and froze.

Her office had been delicately decorated...fresh roses and lilies were sitting on her desk...along with two plates with food on them on each side of the desk. Candles graced the room with a soft glow, and petals were strewn across the floor.

On the other side of the room, Otto was fumbling with a CD, trying to get it to rest into a player. He was dressed up in a tuxedo...and it looked like he was sweating, even though his face was showing focus.

Sophia slowly walked into the office, looking over the decorations and loosely crossing her arms. "...Otto, please don't tell me you cooked that."

Otto almost jumped but turned to face her, quickly pressing the play button on the player, allowing soft classical music to grace the room. "No, my dear...I cheated and got it from La'Shine."  
Sophia actually chuckled and sighed. "...Otto...I-"

"Come sit down." Otto offered her his hand and smiled. "We have much to discuss."  
Sophia was silent for a moment...before she softly put her hand in his, allowing her to lead her to her seat and sit her down. She looked over the dinner that was in front of her and smiled lightly.

Ratatouille….fruit salad...and a slice of cheesecake, with more fruit on top of it.

"...You've outdone yourself, Otto." Sophia smiled lightly...slowly folding her hands on her lap and looking down. "...Listen...I-"  
"First, open your gift." Otto gently put a velvet box in her hands, caressing her thumb. "...that's part one."

Giving him a strange look, Sophia gently opened the box...and let her mouth hang agape. Inside the box was a charm in the shape of a bat with its wings outspread. Covering the charm was several tiny diamonds that sparkled against the candle light. It was attached to a delicate silver chain that was laced across the inside.  
Otto rested his hands on hers, his thumbs caressing his hands.

"...My time as Dr. Octopus...left you broken...and injured…" He breathed, shutting his eyes and hanging his head. "...You entrusted me with your Vincent butterfly...a charm that had been precious to your family...and I destroyed it...along with your heart."  
"...Otto…" Sophia's voice broke, her fingers daintily going over the charm in the box.

Otto let out a breath and continued. "I have made my mistakes...I have committed my crimes….but the Creator saw fit to allow me to have a second chance with the woman to whom my heart belongs to." He looked into her eyes and gently put a hand on her cheek.  
"...Sophia Lillian Vincent….with this charm...I pledge my loyalty to you."  
"Otto…"  
"...My heart is yours...Yours only...no other woman can charm me from you." He breathed, wiping away a stray tear that trickled down Sophia's face. "...You are my top priority...and I will lay down my life for you…"

Sophia trembled, more tears running down her cheeks, some of them being wiped away by Otto's hand. She caressed her fingers over the charm and let off a sob. "Otto...Oh Otto…"

Slowly, she took the necklace from the box and gently put it around her neck, making sure it was securely fashioned. She continued to stroke the jewel...before looking towards Otto and breathing out.  
"...Otto...I love you…"  
"And I love you, my beautiful Fox." Otto stroked her cheeks and placed his forehead against hers, breathing out slowly.

"...I know you've been silent the past couple of days...no doubt the upcoming trip is daunting for you."  
"...Yeah...I'm going to be gone...for a long time…"

The room was silent for a moment, the two only holding onto each other. The soft music played in the background...and Sophia sniffled every now and then.  
"...May I come with you, Sophia?"  
"..." Sophia felt Otto slowly break away from her and take a few steps back.

He proceeded to get down on one knee, taking out a smaller box from his jacket….he started to open the box, something shining inside...

….Before Sophia quickly stood and TACKLED him to the ground. Otto let out a hard grunt, all of the wind getting knocked out of him. He coughed and tried to catch his breath, looking upwards, surprised by Sophia who was now pinning him to the ground...in a clinging hug. She let out a sob and rose her head, bringing her nose to his.

Otto breathed out, resting his hands against her back, careful of her wings that were tucked in her jacket. "I...I suppose I don't even need to ask the question then…"  
"...No." Sophia whispered. "Because you know what the answer is." She leaned down, her lips a mear inch from his. "Yes...I will marry you."

No other words were needed...the two softly shared a kiss that sealed their future together. It was Otto's turn to have tears running down his face as he continued to kiss Sophia, hugging her closer to himself.  
All of his pain….all of his grief...his self loathing….his agony….  
...and at last...The woman he loved so dearly was in his arms.

"Ooooohh….that's right...get her Doc."  
"Oh my, they're REALLY going for it."

Both Otto and Sophia suddenly stopped kissing and looked towards the window...seeing Spiderman and Vulture outside at the window. They paused when someone else coughed, and looked towards the door, which was slightly open...revealing all of Sophia's brothers and Montana peeping inside.

"...SERIOUSLY?! YOU ALL ARE PEEPING TOMS?!" Sophia snarled, sitting up and seething. " **OUT**!"

Like rats, everyone scattered, leaving Sophia sitting on the ground and seething. "MORONS! IDIOTS! JERKS! WHEN I GET MY HANDS ON YOU!"  
Otto sat up...and slowly wrapped his arms around Sophia. "...where were we?"

Sophia looked up, finding Otto putting his nose to hers...and smirked lightly. "...You're not getting them out of punishment Otto."  
"Of course not...just like they're not going to get me out of a moment with my future wife…" he replied, bringing her closer to himself.  
Sophia allowed a smile to come to her face, slowly wrapping her arms around his neck. "Touche…" She chuckled, softly kissing the man she loved once again.


	20. Epiloge

***SW***

"We should have known better than to trust an _ameture_ demon with too much to prove." one being known as the Other sneered, looking towards Cipher who was standing in front of a throne with a large being on it.

"I had it!" Cipher insisted, completely ignoring the Other and looking upwards towards the being in the throne. "It was in the PALM of my hand, and Earths' heroes TRICKED me!"

"He makes excuses" The Other sneered.

"Believe me! I was on the verge of getting the jewel for you!" Cipher growled, waving a hand in the air. "Not only did she have the Soul gem, but the TIME gem as well! They were right THERE!"

"Worthless excuses made by a pitiful-"

Cipher rolled his eyes and snapped his fingers, trapping the other in a bubble that held him still and in place. Finally free of the pest, Cipher looked towards the being in the chair and took a step up. "Send me back to a different period. I'll ensure the gems are brought to you!"

The being growled and turned, glaring towards Cipher.  
Thanos grumbled, holding a sphere in his hand that looked like it had a piece of space itself floating around in it. The piece inside the sphere moved around as though it were a lava lamp, waiting to be released…  
For a moment, Thanos only glared at Cipher, making the demon shudder lightly, yet narrow his eye, waiting.

"Your talk bores me...and your demeanor is that of an insane child who has lost his only chance to prove himself." Thanos thundered, frowning towards Cipher.

"What?! I have nothing to prove to ANYONE!"

"You have lost your chance to retrieve two stones, and in return have been banished from Earth in all of its entirety." Thanos hummed, putting pressure on the rift in his hand. "You are of no further use to me…."

Cipher's eye widened as Thanos put more pressure on the rift, making the glass crack.  
"Hey! No! We had a deal! NO ONE breaks a deal with Cipher!" the demon shouted.

Thanos scoffed. "The deal is off."  
With that, he crushed the rift that sat in his hand, releasing a wave of energy that SLAMMED into Cipher's body.  
Cipher let off a demonic shriek as he was transported from Thanos' throne...and felt intense heat all around him.

He panted lightly as he saw his surroundings changing...intense heat...fire...demons standing in a circle and watching him stand in the middle of the room he had been transported to.  
Cipher scowled as he recognized certain demons in the room...Legion...Taka...Oh joy...even Kare.  
The one eyed demon crossed his arms and scowled towards Kare, who only smirked back and gave off a mocking wave with his crab-claw of a hand. Beside him were two others that Cipher wasn't as acquainted with...Cyclone and Trample, who were apparently supposed to be planning their OWN attack on Earth with the knowledge of the Elite Saturn that lived there.

"Cipher!"

Cipher tensed and looked up as the form of Dormammu appeared in the room, a scowl on his face. "You dare to return to the pit as a failure?"  
"H-Hey, listen." Cipher grinned nervously and put his hands up. "It's not what you think, I was involved with the heroes of Earth-"

"The heroes of Earth should not have even been alerted!"

Cipher stopped talking and winced nervously. "Uh...Well I-"

"You proceed to carry out your own plans to awaken Demona, when you were SENT to retrieve the Soul stone from the young girl known as 'Alexis'" Dormammu snarled. "You have cost the kingdom of darkness a GREAT loss!"

Cipher took a step back and quickly pointed towards Cyclone and Trample. "Well what about THEM?! THEY were supposed to find and destroy the Clarity! They returned empty-handed-"  
"They returned with a MESSAGE!" Dormammu roared. "A message that we need to go with an army with the fact that there is a SATURN on the planet!" The demon snarled. "A Saturn that could have VERY WELL been alerted to YOUR presence on Earth! No doubt the Creator will be launching a counter-strike against us, thanks to your INCOMPETENCE!"

Cipher swallowed lightly. "B-...but I was in the past this whole time...surely-"

"You want to make excuses, fine." Dormammu growled. "You can make those excuses to the snake himself."

Cipher stopped breathing as he heard a low rumble behind him...and slowly turned, looking in utter horror as two snake-like eyes stared down at him, smoke coming from the nostrils of the beast before him.

***LG***

"And here's some peaches, in case you get hungry. And here's the latest issue of home improvement" Justin proceeded to shower his sister in stuff as she stood by the airport tunnel, the private plane of Allen Corp waiting patiently for her to board and give the word.

Sophia let off a light grunt as Justin put at LEAST two pounds of supplies in her arms and let off a light chuckle. "Heh...thanks Justin...you sure you didn't forget anything?"  
"...huh...Actually now that you mention it-"  
"NO!" Sophia winced. "I'm good! The plane has fingerfoods for crying out loud! It's only a 5 hour flight! Good NIGHT!"  
"Just looking out for my baby sister!" Justin replied, smiling.

Mark came up beside him and grinned. "Yeah! The VINCENT brothers must look out for Ms. Vincent herself!"

"Octavius." Sophia corrected, shaking her head and smiling. "...but thanks guys...thank you so much…" She paused and set all the stuff down on one of the airport chairs and proceeded to hug Justin, getting GLOMPED by Mark from behind. Casually, Dennis came into the group as well, all three brothers loving on their sister.

"...ok...Ok guys...enough….You can let go of me…" Sophia groaned. "GUYS! SERIOUSLY!"

"Aww, they're just being good brothers!" Peter grinned as he watched the family. "You're lucky Ms. Vi- uh, Mrs. Octavius! I don't have any siblings!"  
"Count what blessings you have." Sophia responded, still squished in between her brothers.

Montana chuckled and leaned against the wall, his arm draped around Faith, who was watching happily.  
"Sophie, you'd better write! I can't wait to show you all the pictures that I'm going to take of the 'Jackson' trio!" Faith said, pointed towards Montana, who rested his head on Faith's. "No doubt Mr. Cowboy here is going to want to teach Raymond how to ride as well."

"I look forward to seeing them!" Sophia replied, struggling to get out of the loving hold of the three police officers...who STILL had a firm grip on her. She FINALLY managed to wiggle free of the love-loves and put a hand to her head, walking towards Peter and smiling at him fondly.

"...Thank you Peter." She said genuinely. "I'm so grateful for you."  
"Hey you did a lot without me." Peter replied, smiling back. "But hey...you know I have your back."  
"That I do." Sophia slowly put her arms around Peter, bringing him into a warm embrace. Peter paused for a second, before he hugged her back, a smile on his face. "...Take care of yourself, Foxey…"

Sophia smirked lightly and let go of Peter, looking to her side where Otto was coming over with Adrian, smiling fondly.  
"You know." Adrian said, looking towards Sophia. "You could've at least had a ceremony...so I could throw cake at glasses over here."

Sophia laughed and gently took Otto's hand in hers, smiling towards Adrian. "We would have, but weddings take time and planning!" She looked towards Otto lovingly, who returned the look. "And since the next two years involve me being in Japan...we just went with the courthouse."

"Well enjoy whatever honeymoon you CAN have in Nevada." Mark put his hands on his hips.

"I'll have you know, there is a LOT to do in just Nevada itself." Sophia replied. "And all of those things do NOT include Vegas."  
"I can think of a few things they would include- OW!" Mark held his head after it got smacked by THREE people.

Sophia rolled her eyes as Mark endured the wrath of Justin, Dennis and Montana, before she looked towards her new husband and smiled. "I suppose we should get on that plane. My Pilot tends to want to be to places on time. Besides, I have a skype meeting with Mr. Wayne in the morning discussing a possible partnership between Allen Corp and Wayne Enterprises."  
"Of course, Sophia." Otto smiled, before looking towards Adrian. "You sure you can be head engineer without me nagging at you?"

"Please! Besides, I know you. I bet $20 you'll be calling me TONIGHT wondering about the labs!" Adrian rolled his eyes.  
Otto rubbed his head. Adrian had a POINT…

Sophia began to walk for the tunnel, before pausing and turning to face Montana, who smiled at her. "Hey...take care of Faith."  
"Yup...and you'd better make time for yerself, yahear?"  
Sophia smiled and held out her hand. "I got it, Montana."

Montana smiled and took Sophia's hand, giving his 'sister' a small squeeze.  
"Oh and Montana, make sure Peter doesn't go off too often." She ordered, releasing his hand and proceeding to walk for the plane, Otto right behind her.

"Don't worry, boss. I'll make sure not to squash the bug."

Sophia chuckled and turned the corner out of the view of the group. As she entered the plane, She acknowledged her pilot and two stewarts that were awaiting her and Otto's arrival. The stewarts took what carry-ons that the couple had and proceeded to store it.

Otto let off a sigh and sat across from Sophia as she claimed the CEO seat. Looking out the window, he smiled fondly. "...I haven't been away from Manhattan in years…" He said fondly, looking towards the airport building. "...this is a whole new story for me…"  
"Me too." Sophia replied, looking towards the airport building fondly. "I'm happy to be on my way to Nevada...I love Nevada...but I've never been to Japan...it's thrilling to wonder what's going to happen next."

Otto turned to look at his wife, reaching over and taking her hand in his. "Whatever we go through...it will be together."  
"Yes." Sophia replied, kissing his fingers sweetly. "Now and forever, it's our time to rise….Adrian and Montana will report to us if anything weird has to happen."

"Though, Sophia, I'm quite curious about what Montana said to you while we were boarding." Otto motioned toward the window. "Why would he need to watch Peter?...I'm surprised Mr. Parker was even there to see us off-" Otto suddenly paused.

Sophia watched Otto, leaning back in her seat and smiling sweetly.  
"Oh...Mr. Parker has been a dear friend of mine since the last time I was here in Manhattan...though it took awhile for him to earn my trust…"

Otto blinked at her statement...and looked back towards the building. Montana's words suddenly echoed in his head as the plane began to push back.

 _Don't worry, boss. I'll make sure not to squash the bug_.

"...Sophia?"  
"Yes, dear?"  
"...Is...Mr. Parker…"  
"Mm-hmm…"

Otto watched the airport building retreating as the plane slowly made its way to the runway….and rolled down the tarmack, taking to the sky.

"...Why that...blasted...Arachnid!"

***Disclaimer***

HA! I FINISHED ANOTHER STORY! TAKE THAT OH WRITERS BLOCK! I FINALLY FINISHED IT! O-o...though bunnies for a possible inclusion of Civil may happen...Don't know...

BUT! Before we see if that even happens, I have UNBREAKABLE TO FINISH, One More, and REALITY (Sequel to 'Better than Life')

Though in all honesty, I may hang in the towel after 'Unbreakable'...it's irritating saying things repeatedly...  
Eh. Hope whoever DID read this enjoyed it!


End file.
